Spider-Boy I
by Blitzkrieger
Summary: A redo of my Spider-Boy fanfic, where Spider-Boy is younger, and it takes place before the Civil War: A young boy arrives in NYC to find his father who just happens to be Spider-Man. Now with a Spider-Boy in the world of MARVEL, heroes and villans will all want a peice of him and the fate of Marvel Universe will never be the same. PLEASE GIVE ME IDEAS AND REVIEW SO I KNOW YOUR THER
1. Chapter 1: New Kid

_**ALRIGHT SO, THIS IS JUST AN ALTERNATE VERSION OF MY SPIDER-BOY WHERE IF YOU'VE READ THE FANFIC THAT I WROTE FOR IT ORIGINALLY HE NEVER WOUND UP AS A GLADIATORIAL SLAVE IN THE CRIMINAL UNDERWORLD. INSTEAD HE'S ABOUT 10, AND THIS TAKES PLACE BEFORE THE CIVIL WAR.**_

NEW YORK CITY

Spider-Man swung around the city of New York in the afternoon, his red and blue suit kept his identity hidden as some people would look up and see him.

 _Well Parker it's just another day in New York; as always for me, Jonah's always wanting a new picture of yours truly, I'm struggling to get money, all I need now is some super powered nut job to-_

His train of thought was destroyed by the sound of an alarm from a bank down below blaring with both its two doors ripped off and walking out of them in a green suit with yellow gloves, round glasses on a pale pudgy face and brown bowl cut of hair, holding two big bags of money was none other then Doctor Octopus.

 _Looks like they're playing my song_

Spider-Man swung down and landed in front of the supervillan, "Hey Doc Ock, are those four mechanical limps or are you just happy to see me?" he asked as he the cyborg turned to look at him "Spider-Man, why must you always pester me?" he cursed as Spider-Man leapt up and shot a ball of webs out of his web shooter at his enemy.

The webs splattered right onto his glasses and blinded the super villain, "Curse this bonding agent?" he shouted dropping the moneybags. Spider-Man quickly shot two more webs at the mans robot arms sticking them to the pavement. While Doctor Octopus tore off the webs with one of his mechanical arms he saw a webbed red-gloved fist heading straight for him. Before he could react Spider-Man clocked the Supervillan straight in the jaw.

Doctor Octopus fell to the ground out cold as Spider-man saw two cop cars roll up. "Well my community service is done for the day." He said to himself as he shouts a web out of his glove to the two bags of money. He picked them up and carried them over to the cops, "Thanks Spidey." One of them said taking the money while the other grabbed Doctor Octopus.

After Spider-Man swung off, he heard and felt a vibrating sound coming from his pocket. He landed on one of the cities many skyscrapers and answered the cellphone. "Yellow?" he asked.

"Hey there Tiger, we still on for tonight?" even though he was wearing a mask, Spider-Man smiled "What kind of husband would I be if I didn't, be home at six." He said as the other end of the line replied "Don't be late I've got a surprise for you."

The phone call ended as he shoved it back in his trousers.

 _Out of all things in my bleak existence of superhero stuff, journalism, and no money, MJ is the best thing to ever happen to me; still I don't care much for surprises._

HOLLAND TUNNEL

Not to deep under the Hudson River on Interstate 78, a long distance bus was driving straight through the tunnel. While a few other cars were in the tunnel as well.

Inside the bus where various people, some elderly, a few others even a few wayward teens with suitcases but the most unusual one was a young boy sitting al the way in the back looking out the window. He wore an orange zip up hoodie, with grey pants and beat up shoes that had tape on them so they stayed together. His only luggage was a small backpack at his feet as he sat curled up looking out the window. He has long bushy light brown hair fair skin and green eyes.

 **Hi my names Adrian, I'm ten years old and have traveled a really, really long way to get here. Like a whole year, why well I'm an orphan and in hoping to find my dad who lives here...? Here's hoping I do.**

"Hey Pipsqueak?" Someone said next to him.

The kid looked up to see a girl with all black hair and clothing. She had shoulder length dyed black hair black eyeliner with black lipstick to that didn't compliment her bright blue eyes. A choker with a skull on it was around her neck, she wore a black swear shirt with fishnet gloves and torn up fish net stockings on her legs over a purple and black stripped skirt also wearing black boots to add to the over all blackness she looked like she was 15. "Hi Sarah." He smiled at the ego girl next to him "Told you already pipsqueak names Zara." She said, the to the Pipsqueak Adrian

 **Sarah or Zara as she calls herself and I both found out we we're both heading the same way me to find my dad, and here to try and get away.**

He noticed Zara/Sarah was holding two cans of what looked like refried beans, "Traded one of the guys up front for my cigarettes." She said sitting down next to the younger boy she handed him a can and he opened it "Still got the spoons?" She asked.

He nodded, before reaching into his backpack and pulling out two spoons. She took one as she opened her can and they started to eat.

"So, you like... Really think you'll find your dad?" She asked him in a sullen voice.

After he took his first bite and swallowed he nodded "Yeah, I've got a pretty good idea on how." He said cheerfully "Do you think he'll be excited to see me?" He asked her.

Zara cocked her black eyeliner brow "Does he know you're like even coming?" She asked him. Adrian's smile faded, as he shook his head "No."

He replied taking another bite of beans, "Then I don't know, me I bet my dad is glad I'm gone." She said eating some more of her beans.'

"Have you figured out what you want to do in New York?" He asked.

Zara shrugged "Eh, maybe I'll get caught in a freak accident become a super villain?" Adrian laughed a bit "Then I'll be the superhero who stops you."

The bus continued down the Holland tunnel and was almost at the end. "Well it's been fun Pipsqueak, but I think this is it?" She said as they came out of the Holland Tunnel and into night air or New York City, the sprawling skyscrapers shinning with lights, as the concrete jungle seemed to dwarf everything around it. "Whoa?" Adrian said seeing it "Yeah it's so much bigger then like... Yeah." Zara said as they both looked out the window.

Eventually the bus came to a halt at a large bus station. Everyone started to get off as the two younger passengers approached the exit they looked at the driver a large African American man with gray black hair "Have nice one Sal." Adrian said as he waved goodbye "And good luck to you too kids." He said as they got off the bus.

As people got on and off other buses both the teenage girl and little boy stood there looking at one another, "Thanks for the spoon again." Zara said handing it back to Adrian, "Hope you find your dad."

"Zara?" He asked as she turned away she looked backhands in her pocket "Like. Yeah?" She asked him "I don't think your dad hates you?" Adrian said as she smiled at him with her droopy eyes "Maybe."

As she left, Adrian looked around at the city, before taking off.

With the backpack from the bus on his back and his hands in his pockets the young boy stuck out like a sore thumb in the night of the city.

Okay, so I finally made it to New York, now comes the hard part because... How am I supposed to find someone I never even met? Or seen his face... Well no ones ever seen his face.

Adrian looked around hoping to see something above them but nothing only to see nothing. He walked down the streets of the city alone as he turned the corner of a busy street down a sidewalk where there was nobody else. He walked past an alley where someone emerged from the shadows, "Little kids shouldn't be out this late?" Adrian turned around to see a full-grown man in a heavy jacket and hold holding a knife behind him.

"Why don't you come with me?" He said walking toward Adrian who stepped back. But from behind another thug had appeared from the alley and was running right up to the boys flank. The second before he could be flanked the boy back flipped kicking the knife out of the mans hand and bouncing off the second making him crash into the first thug. But before he lands he caught the knife in one hand and flipped it around so he held the handle out to them.

"Want to try again?" Adrian asked. Both thugs shot up and stumbled one another as they ran off into the night.

 **Okay well it's late, so I'd probably need to find someplace to sleep.**

Adrian walked out of an alley, dusting himself off he had his hood down and was yawning.

 **I should be use to sleeping on concrete but it still sucks.**

The young boy started to walk through New York, over and under. He hitched a ride on a subway, walked through central park and even Wall Street. Adrian eventually made his way to Central park where he sat down on a bench to take a break.

 **Man, I should have found him by now.**

While he took his break, Adrian saw two shadows get cast over him and looked up to see two of the NYPD standing over him. "Shouldn't you be in school?" one of them asked him. Adrian cracked a weak smile and stammered out "I. uh I am, we're on a field trip, and-" "Like we haven't heard that one before?" the second cop said as they seemed to tower of the small boy.

Adrian grabbed his back pack as the cops spoke "Come on kid, where are you parents?" he asked him but before Adrian gave them a response he leapt over the other side of the bench and ran into the small forest of trees that was Central Park. "After him?" one of the cops said as they chased him through the park. Adrian broke into a dead sprint as he dashed across a sidewalk through a group of joggers the cops catching up to him.

He eventually ran out of the park and straight into traffic where some of the cars stopped honking at him and one he had to slide on the top over it as the cops had to wait, "Stop that kid!" the other cop shouted as he ran over a sidewalk pushing past and running around people. The cops pushed through the pedestrians as Adrian rounded a corner down an alley trying to get one of his shoes off for some reason. "We got him that's a dead end." The cop said to his partner but when they rounded the corner too they saw nothing but a few over flowing trashcans, a stray cat and newspaper pieces blowing in the wind.

"What the?" one of the cops asked as they started to look around the alley but should have been looking above. High on the top of one of the buildings that made the alley was Adrian shoes in his hand backpack over his back. Sighing he sat down to catch his breath.

 **Every city there is a cop or cops trying to chase the sad little runaway from home, but I'm not running away, I'm running home… I think. I should have found him by now and-**

His train of thought was thrown off the rails at the sound of a loud explosion, "Huh… wait this New York… so… why not worth a look?" he said opening his back pack inside was a red and white piece of cloth and two things wrapped inside it.

A FEW BLOCKS AWAY

"Come on Sandman, your going to make me late, can't we do this another time?" Spider-Man asked as he dodged another wave of sand from, Flint Marco the brown short haired meat head of a man, or sand head of a man with and entire body made of sand with the exception of the green stripped shirt he wore. "What's wrong bug brain… AREN'T I ENOUGH FOR YOU." He shouted shooting another sand blast at him. They were in the middle of a street with a few cars topped over and broken light posts.

Spider-Man dodged trying to shoot a web at Sandman but his head split with sand in the middle and the web went right through, "Sandy, you know how I enjoy our dates, but I've got a real one so lets wrap this up?" he said as he landed in front of the giant sand villain who started to laugh "Wrap it up… good idea!" Marco said as Spider-Mans Spider-sense flared a giant wall of sand surrounded him on all sides cocooning him in the sand with only his head sticking out.

Sandman laughed out loud triumphantly "Hahaha, now I'm finally going to squash you."

 _Like I haven't heard that one a million times before? No time for jokes Parker got to think of a way out of this, if I can get Sandman distracted it should break his concentration?_

The webbed wall crawler started to struggle with all his might "Sandman behind you!" Spider-Man shouted at him Marco laughed, "What you think I'm going to fall for that?"

 _Well it was worth a shot and-_

"Hey sandbag!" someone shouted as, Sandman turned around to see Adrian hood up, but he had on a simple Halloween costume like spider-man mask on hiding his face but showing his green eyes through twos mall holes in the white parts of the mask. He flew down bare foot forward right into Sandman's face; he solidified making the boy bounce off him. But enough time for Spider-Man to break free from the sand coffin forming around him.

Quickly spider-man held up his hand and shot a web out from it right fire hydrant, "Hey Sandy, surfs up!" Spider-Man said tearing the hydrant right off the street "NO-ova-a-aahuh" Sand Man started to scream as the water from the fire hydrant started to dissolve Sandman into a muddy puddle. "Ha-ha, sweet." Adrian said under his mask looking up at Spider-Man, "Yeah nice job kid, and see you later." Spider-Man said.

"Wait, your not the least bit curious about a kid wearing a Spider-Mask?" he asked as Spider-Man looked away raising his arm up and shooting a web up. "Look kid, whatever crazy side kick fantasy you have, I can't really do it now I'm late." He said before turning around and swinging off.

 **What a dick?**

Up above Spider-Man had landed on top of a building; he took out his cellphone and opened it.

 _Geez, kids today it's-_

"Hey!" Spider-Man dropped his phone and looked behind and also down to see Adrian standing their mask still on, standing on top of the same building. "What the-?" Spider-Man said seeing the kid, "How did you get up-" "I climbed." Adrian said arms crossed, "What are you some parkour kid?" Spider-Man asked the boy in front of him.

Adrian dropped his arms to his side, "What no, seriously, how do you think I got up here so quick?" he asked him, Spider-Man groaned "Kid if this was any other afternoon, I'd love to hear it but right now. I-have-to-go!" he said as started to walk off, he started to dial in the phone as he swung off to another building across the street over a 20 feet gap. The building was a small corner shop with other building right next to it. Spider-Man looked back and as the phone started to ring he dropped it at what he saw. Adrian was backing up before running straight at the edge of the roof "Kid-" before he could finish. Adrian jumped off the building sailing across the air and landing just on the edge of it right in front of the webbed wall crawler. "-don't?" Spider-Man said as Adrian stood in front of him "No, It took me way to long to get here and find you." He said holding his hands out wide, as Spider-Man was still trying to wrap his head around the fact the kid had jumped all the way across the street to another building. "How did you?" Spider-Man asked.

"Same way I can do this?" Adrian said jumping to the nearest buildings outside wall and sticking to it just like Spider-Man.

"How… give me a sec." he said to Adrian as he picked up the phone and shut the door.

 _Okay… just think Parker… oh MJ will kill me_

THE SHARED APARTMENT OF PETER

AND HIS WIFE MARY JANE PARKER

Later as the sun had set and the dark night sky covered Manhattan, a slender gorgeous women was sitting at at a couch in a dark we room with two candles wearing a dark black strapless dress that went up to her thighs where her long red hair down over her back, with matching black shoes. "Come on tiger?" She groaned tapping her nail against the table as she heard a window open. Her annoyed patience that had been strained for the past hour finally faded as she leaned back on the couch as sexily as possible. "MJ?" The voice of Spider-Man said from outside the window as he peeked inside

"Come and get it tiger?" She cooed as saw her.

Oh god... Parker luck I hate you?

He held out his hand "Could you uh... Put...'put something on?" He asked her, Mary Janes smile dropped, "What?" She asked, "Whose in there?" Behind Spider-Man was Adrian who still had his mask on, Spider-Man quickly shushed him "Wait is somebody out there?" Mary Jane said getting up and grabbing the nearest couch blanket throwing it over herself just as she did. Adrian swung around under the window sill and sticking to the ceiling, "Oh hey?" He said seeing Mary Jane who screamed at the sight of the boy "Don't freak out don't freak out!?"

Spider-Man said swinging in trying to calm her down, "Pet- Spider-Man who is this?" She asked trying to hide his identity, "Who is she?" Adrian asked.

"He's- she's-" he tried to answer both at the same time, "I've been waiting her for over two hours?" Mary Jane barked at him, "I know I know-" "Wait is she Black Widow- are Black Widow?" Adrian asked looking at one of the other, he was ignored by both adults as Spider-Man held up his hands as Mary Jane loaded into him.

She had her arms crossed "I said I have something for you and you bring this kid over here?" She asked him, "I know, I know But MJ he-"

Mary Jane shook her head "It's not his fault that you missed out on this?" Mary Jane opened the blanket around her revealing her lingerie and perfect body Spider-Man dropped both his hands at the sight of such a body and both the man and boy said at the same time "Whooza?"

"Good night." She said throwing the towel around herself before walking to their bedroom door and slamming it on both of them. "Wait that wasn't Black Widow... Was she-?" He stopped looking up at Spider-Man who was glaring down at him through his mask "What?"

Later, Spider-Man was leaning on his kitchens counter table looking at Adrian who was sticking to the wall opposite of him still wearing the mask.

Neither of them had spoken for at least thirty minutes, "Okay… clone?" Spider-Man asked him, "…What?" Adrian asked the walled web crawler, "Sorry, just wondering… you stick to walls, jump like me… now tell me you ever get a tingling sensation in the back of your skull when your in danger?" Adrian nodded, "Uh-huh… okay what about when you touch stuff and it dies?" he asked the boy, who again said "What?" a brief pause arose between the too till finally Adrian spoke.

"Look..." Adrian pulled off his two cent mask and looked at the simple cloth, "I've had a long time like practically a whole year to come up with something to say to you?" He said as he clutched in his hands "And I thought like would say something stupid, angry or funny but I think I'll just come out and say it?" He said looking Spider-Man in the lens covered eyes "You've seen that I'm like you like... You know and I... I think your my dad."

Spider-Man stood there, arms still crossed as Adrian looked at him, "Well say something?" Adrian asked him.

"I do say something." Spider-Man said looking right at the boy "I say no, in fact I say hell no!" He snapped at Adrian who dropped the mask and backed up on the wall "W-hat?"

Spider-Man held his finger out "You can't obviously expect me to believe this, it's...'it's insane." He added as Adrian looked at Spider-Man.

"But-" "But nothing, do you know what I've been through with clones, what's it's done to me be my family personally." He shouted at the child who's eyes started to get puffy.

Before the not so friendly neighborhood Spider-Man could continue Adrian leapt off the wall grabbing is fake Spider-Mask and broke for the still open window jumping out without saying a word into the night sky.

Spider-Man looked at the window before sighing as he pulled off his mask he heard the door to his and Mary Janes room open. He looked to see her wearing a night robe instead of a blanket. Glaring at him holding a lamp, "What?" He asked her his Spider-Sense flared as MJ through the lamp at him "MJ what's gotten into you?" He asked her "You Peter!" She snapped. At him as she stepped toward him "What's the matter with you he was just a kid and you sent him away thinking he's nothing?" She barked at him, "MJ be serious, I... I can't be a dad not-not yet?" He said back to her as she turned her back to him "That's not the point Peter, he... He was just a kid and-" "And how do we know if that's just another clone disguised as a kid, with the Jackal already back-" as Peter had interrupted her she spun back around holding a finger to his face "Don't! Of course I remember you don't think I've thought about that Tiger, I thought you were suppose to be better then the Jackal and all the villains?" She hissed at him.

Spider-Man growled being back into a corner, "I-he-you...aaaugh Fine I'll go get him." He said putting his mask back on and walking to the window "And be nice about it!" MJ shouted at him as he swung out after Adrian.

Elsewhere in the NYC, Adrian had climbed to the top of a very tall construction site, the building only had the metal beam like frame and only looked like it was halfway complete. Adrian was sitting on the very top metal beam, in the fiddle position he had his mask on still but through the two small eyeholes it was clear he had been crying.

What was I thinking, who am I kidding nobody would believe a kid coming up to him and saying "I think I'm your son" yeah that's good idea... What did I do wrong?

He buried his head into his knees as he wept.

I didn't mean to do anything bad, I just... Just wanted to... See my dad

Suddenly a large shadow appeared behind him, as something gooey and wet landed on his head he finally noticed and looked up to see a behemoth of dark black flesh with a jagged white spider on its chest two big white eyes and a slobbering long tongued jagged tooth mouth drooling over him "We think it looks tasty?" The symbiotic monster Venom said to the boy.

Not to far from the kid, Spider-Man swinging through the buildings.

Okay maybe I shouldn't have been so blunt, but how can this kid be mine. It doesn't make any since and-

His thinking was halted when he heard a loud crashing sound coming from the same construction site Adrian was at.

"Oh come on, I don't have time-" he started to say until he looked closer and saw a bright orange swear shirt dangling off the top of the construction site, "Of course."

Back at the construction site, Adrian yanked himself up and saw Venom approaching him "It smells just like Spider-Man... We think it'll taste the same too?" Venom growled out at him. The boy jumped over him pressing his palm against the monsters head and landing behind him.

Oh man, oh man, oh man

Adrian started to back up too petrified to do anything as he got cornered up against a concrete wall with Venom closing in. But before Venom could sink his teeth into him two webbed red boots slammed into its face sending the monster to the edge of the top of the construction site. "Spider-Man?" Adrian said seeing Spider-Man standing next to him, "Who else, now let me take care of tall dark and gruesome." Spider-Man said as Venom got up.

"Spider-Maaan." Venom growled "WE MISSED YOU." Venom roared charging eight at Spider-Man who did the same but before they met he dropped to the floor sliding on it as he shot two strand of webs attached to Venoms chest. Jumping up to his feet dragging the monster off its feet and making Venom slam into the concrete floor hard. Venom got up and saw Adrian shooting a massive tentacle arm toward him Adrian easily dodged it back flipping onto one of metal beam after the other. Venom gave chase forcing the child to climb and jump to the multiple metal beams on the top like a giant jungle gym. Spider-Man followed them till all three stood on the metal beams "Venom?" Spider-Man said leaping over to him and smashing his fist into the black alien parasite covered monster. He shot a web out to the nearest beam swinging around it so he landed on the same one as Adrian.

"Kid get out of here now, I'll come get you afterwards." Spider-Man instructed "No, I can help?" He protested "Help by getting out of the way." Spider-Man ordered leaping over to the same metal beam Venom was recovering on.

Have to end this quick.

Venom balanced itself Spider-Man and roared, the bug brains shot a web at Venom who dodged but Spider-Man yanked himself forward tackling the creature off the top of the tower down into the lower levels. As they fell through the air kicking and punching at one another Adrian watched from above. With venom on top they crashed through at least three levels of concrete, "We can taste you on the other one Spider-Man, we can't wait to tell you how he tastes?" Venom drooled out as he held up a giant fist to crush Spider-Man.

"Well I've got something that'll taste even better so taste..." Spider man grabbed both sides of Venoms head "This!" Then slammed his head right into Venoms with a very loud

THOK

Venom grabbed their forehead and moaned "OW! That... That really hurt u-us-s."'it stammered wobbling back a few steps, "Ah my spider sense tells me I'm going to be feeling that tomorrow." Spider-Man said trying to get to his feet also a tad bit stunned. "We may not get to eat you or the other one, but we'll sure make it so nobody else does." Venom said recovering as it ran to the nearest support beam. He grabbed it and tore or right out of the floor and ceiling. Then chucked it right at Spider-Man who instinctively dodged with the help of his Spider-sense. Venom started to tear the pillars out left and right and hurling them at Spider-Man.

"Venom stop you'll bring the whole site down?" Spider-Man shouted dodging the various support beams "That's the idea." Venom shouted tearing out a big beam and suddenly the whole construction site lurched. The ceiling and floor started to crumbled under the weight of the upper levels. Spider-Man ran to the nearest exit out of the building with no walls but found it rather difficult as parts of the construction site were falling down around him.

To

He dodged a falling piece of rubble the another

Much

Shot a web out to yank himself forward

debris

He was almost there

Can't doge it-Aah

A stray piece of rubble crashed into the back of his head, Spider-Man collapsed to the ground as the building fell around him.

...

...

...

...

"Don't be dead... Don't be dead, don't be dead?"'

...

...

Spider-Man weakly opened his eyes the night sky overhead but over him was Adrian mask off shaking the wall crawler, "Uugh... What happened?" he asked the boy sitting up and feeling his head.

"T-the building was coming down, you were just lying there so I grabbed you?" Adrian said under his mask. Spider-Man looked at his surroundings and saw they were on top of another building and the construction site was nothing but a big pile of ruins. "And Venom?" Spider-Man asked him.

Adrian shook his head "I don't know?"

 _Well if he doesn't know that means we'll probably see him again soon._

Spider-Man sat up groaning at the wounds he had sustained during the fight, he looked at Adrian who was sitting there in silence making the scene rather akwayrd. "Okay kid…" Spider-Man said scratching the back of his neck, "My names not kid its Adrian." He said taking his mask off again to look at Spider-Man in the face.

"Okay Adrian, I… aah, I feel like I'm going to regret this." Spider-Man reached up to his mask and Adrains jaw dropped as he removed his mask "My real name is-" "Your Peter Parker!" Adrian said jumping to his feet in shock.

Spider-Man was utterly surprised as he said "Y-yeah how do you-" "Your pictures" Adrian took out his back pack opening it and pulled out a wad of papers that he handed to Spider-Man/Peter.

 _Hey I remember when I took these, wow these are pretty old…_

Peter looked at the photos all various ones of him dressed in his suit fighting robbers, super badies, "God how did I not think of that, the guy who takes the pictures is also Spider-Man, I thought like you two had a deal or something?" he asked as Peter shuffled through them "How did you get all these?" he asked Adrian looking up at the boy "I sort of collected them over the years, when I was living in Cali we didn't get the Daily Bugle there." He said sitting down next to Peter.

 _Cali?_

"Wait, you came all the way from California?" He asked the boy who nodded, "L. A. to be exact, even once saw the West Coast Avengers before you know, they left." He said smiling at the memory as he scratched the back of his head like Peter had just done.

Peter looked at the photos seeing how some seemed more recent then others and not just by the date. The older ones showed much more wear and tear then the recent ones, as well as the paper going yellow. "Where you at an orphanage?" he asked as he handed the kid back his newspaper clippings. "Something like that… it was more of just a place." He said putting them back in his backpack.

"So why come to New York?" Peter asked him, "I told you…" Peter got silent at Adrian's answer. He sighed before speaking "So you've got Spider-powers, and you think I'm your dad?" Adrian shrugged "I at least thought you'd have some answers." He said back to him looking away from Peter so he wouldn't have to look him in the eye. "Sorry to disappoint you Adrian… but I don't." he said simply looking up at the sky then down at the boy. "But maybe you do… what about your mom?" he asked Adrian didn't say anything for a good full minute.

Before finally looking up "What mom?"

"What do you mean?" Peter asked raising his brow, "Just that, never had never was one, I told you I use to live in an orphanage like place…" he said to back.

Adrian locked eyes with Peter "The place I was at, the older kids always said our parents didn't care about us… you don't know… and I don't know if you are my dad…" Peter reached out and out a hand on his the boys shoulder. "I may be your day, I may not…" Peter got up and slipped on his mask.

"But I think its safe to say, neither of us are going to find out alone." He said holding his hand out to the boy who took it. Spider-Man through Adrian over his shoulders "Come on, we'll find out together." He said shooting a web out, "Are we heading back to that apartment?" Adrian asked him.

Spider-Man nodded "Yeah where else would we go?" "I just thought like, all Superheroes had a lair?"

Spider-Man shrugged as Adrian wrapped his arms around his neck "How about an apartment?" he asked Adrian, who then replied "How about… the Web?"

… That's actually really good.

SEWERS

Venom was wading through the murky sewers of NYC, growling at himself with every step he even snatched up a rat and swallowed it whole "Stupid Spider-Man we almost had the other one." Venom hissed, "Ran into the saaaame prooblbleem as meee…" behind Venom out of the sludge that was the sewers rose a gloppy form. Venom growled at the sight of it, "At ease Venom, or are we speaking to Gargan?" Venom turned around to look at none other then Doctor Octopus.

"We are one, we are Venom, who are you?" Venom asked looking at the murky creature behind him "Forgive Flint Marco, his last battle with Spider-Man forced him into the sewers, where he is yes to regain his original mass." Just as Dr. Octopus finished the blobby creature climbed out of the sewer waters onto the low ledge of the sewers were the murky water started to drain and he returned to the form of the Sandman wearing his beige pants and green stripe shirt.

Sandman shook off the last of the gunk "Hey Max, digging the new look?" Sandman said as Doctor Octopus approached the two "Gentlemen we can dispense with formalities later, right now we have a much more serious problem, both you and the Sandman encountered this boy."

Venom snarled at the Doctor "Relax Max, I told him about the spider-brat." Sandman said as Doctor Octopus nodded "Indeed, we all suffer at the hands of just one Spider-Man, but now in the next few years there shall be a second." Dr. Octopus said holding up his yellow gloved hand and curling it into a fist. "We will feast on its bones." Venom growled licking its fangs with its giant tongue.

"One problem, theirs only three of us now two of them?" Sandman pointed out as Doctor Octopus smiled, "Quite right Flint Marco, but being somewhat of a patron for the classics… I'd say, oh I don't know… something more sinister?" he said as three more joined the first three behind Doctor Octopus, one had on a fish bowl and purple cloak, another a lanky bald headed man with bird wings and a man wearing green and yellow lighting bolts all over his body and head "Six… should be more then enough?"

PETER AND MJ's APARTMENT

Spider-Man swung into his apartment, with all the lights off "Okay home sweet…huh?" he looked at the small boy on his back and noticed Adrian had fallen fast asleep on his back.

 _Huh, Aunt May just put me on the washing machine to get me to sleep._

He pulled of his mask, before taking Adrian off his back and laying him down on the apartments couch. He walked back over to the window and shut it. Heading back over to the couch he sat down on the end table and looked down at the child sleeping.

Where did you come from?

Sighing, Peter got up and walked to his and MJs door opening it he stripped off his Spider-Man suits top and headed toward his side of the bed that already had MJ fast asleep in it till he sat down.

"Peter?" she asked rubbing her eyes, "Don't worry he's in the living room." Peter said back to her looking out there bedroom window as MJ crawled over to her husband and put both hands on his shoulders "I know I said I wasn't ready to be a father yet… but if he does turn out to be my son, I'm willing to try." MJ wrapped her arms around his neck as she leaned over his shoulder, "Well… what's his name?" she asked him.

Peter Parker looked down in his hands was the two cent Spider-Man mask, "Adrian… his name is Adrian."


	2. Chapter 2: Baseball and Blood Tests

Adrian slept under a thick blanket with a pillow under his head, he slept soundly but that soon changed when his nose started to sniff something all on its own like a dog. He shot up his hair a mess as he looked over to the kitchen, to see Peter Parker standing over the stove; he wore a blue Mets shirt with bright green boxers. The kitchen counter top already had some plates and silverware set up "Morning?" He said looking back at Adrian who took another whiff of the air "Is that bacon?" he asked. "And eggs." Peter said turning around with a pan on his hand that had about five strips of bacon and some mashed up scrambled eggs. As well as a bottle of orange juice and two cups. Adrian got up he walked over to the smell of breakfast, and sat down at the counter where Peter dumped some of the eggs onto his plate and let the boy take off three strips of nice crispy bacon.

Peter took some off the pan, "Alright so, I got work today so you can chill here, TV, eat." He said as he handed Adrian a fork and the two started to eat, "I figure later today we can you know get a blood test done." Adrian nodded his mouth full of bacon and eggs. "Where's that red head?" He asked, Peter froze, "Uh she had to leave, she has work, had to do a shoot." He replied.

 **Shoot... Like someone, so she is Black Widow?**

The two sat in the kitchen, "So can I ask you something?" Adrian said putting his fork down.

 _Oh god, please don't be something like why didn't you want me? Any idea that my mother is? Oh god what if it's do I have any siblings-_

"Alright so you know some of the X-Men right?" He asked Peter who nodded "Yeah?" He replied, he dropped his fork "Okay so the one called Dazzler, can she like do anything or are those lights just for show?"

 _What?_

Peter sighed mentally "Uhm well she uses them kind of like flash bangs if that makes sense?" He said holding up his finger to mamma point. Adrian cocked his head "Oh okay, alright Captain America really sleep in an American flag?" Adrian then asked him Peter laughed "No but I've heard that one before."

Adrian smiled as he asked another question "Did Luke Cage really use wear a tiara?" Peter chuckled as he chewed on a piece of bacon "Oh yeah, he also use to wear a deep V shirt so deep you saw his belly button." Adrian snorted put his nose so hard his orange juice almost escaped his nostrils. "Alright what about Wolverine, that stupid hair gel or real?" He asked him swallowing the batch of food in his mouth. Peter shook his head "All natural." He said holding his hands up behind his head so they resembled the wolverine hair cut Adrian swallowed and laughed, "Oh and don't even get my started on Iron Mam goatee." Peter told him.

"What about the She-Hulk, I heard she was-" "Whoa easy easy." Peter said stopping him right there before he could finish his sentence.

Adrian blushed a bit before speaking again "Who would win in a fight, you or the human torch?"

Peter who was sipping on his orange juice froze, "Me, unconditionally."

"What if he set you on fire?" The boy asked.

"He'd never be able to touch me, his ego is too bad." Peter pointed out and toward Adrian with his fork, "But-" "No buts, two things if you turn out to be my son, one I am better then the Human Torch in every way, second anything Jay Jonah Jameson says is stupid."

Adrian finished off the rest of his eggs, "Okay last question, your Spider-Man?"

"I thought we established that yesterday?" Peter said out loud sipping his orange juice.

"I know, but you also work for him, even got a book from it, why?" Adrian asked him. Peter finished off the rest of his food and drowned it down with orange juice "It's a long story, I'll tell you after work but if don't leave now I'll be late."

Peter got up moved toward his bedroom he walked in then out in a matter of seconds in full spider suit with a bag of webs over his back. "See you later."

Adrian got up from the counter, "Wait what am I suppose to do while your gone?" He asked.

Peter opened the window before putting his mask on, "I don't know, just stay here till I get back watch TV or something?" He said before swinging out of the window leaving the boy alone and totally unsupervised.

Adrian walked over to the couch and turned on the TV, he started to flip through the channels till he found a channel with the New Warriors TV show.

He sat there for about an hour watching the New Warriors reality show till he got bored. He left the couch after getting bored and decided to look around the apartment. He walked around the apartment looking at some of the photos of the apartment or Peter Parker, and also of MJ and him together even a wedding photo.

 **Spider-Man and Black Widow married? Not even surprised really it fits, he's a spider...she's like a spider.**

He looked at a few more one was of Peter and an older woman, and next to it was a of a boy who looked just like Adrian, sitting next to an older man both wearing Mets hat. For some reason he starred at this photo longer then the others before moving on.

Adrian found his way to one of the closets he opened and saw various jackets and coats, but then he saw a small brown box labeled with black magic marker titled 'peters web shooters' Adrian starred at the box for a good full minute before smiling.

 **Sweet.**

DAILY BUGLE

The Daily Bugle a practically world famous Newspaper renowned but also notorious for running exposes on Super beings going as far as to slander heroes and villains left and right. And the man who ran it was none other then Jay Jonah Jameson himself the brush topped mustached, editor was the master of the Bugle "PARKER!" and he never let anyone forget it either. Peter leaned out from behind a wall a cop of coffee in his hand he wore a blue shirt with beige pants, me file under his arm "Can't this wait?" He grumbled to himself as he tried to enjoy his coffee. Peter turned around and moved in the direction of Jameson's office, as he got there he was greeted by a dark skinned African American man with grey hair wearing a brown vest and pants and button up with rolled up sleeves with a red tie, "Good luck Pete, Jameson's on a roll."

"Thanks Robbie." Peter grumbled a he entered into the office where Jameson sat at his desk. The office he threw walls with windows in them is lets of the walls around the window were covered in wood with newspaper clippings framed on them. "Parker, you owe me a front page picture." Jameson shouted at him.

The young photographer took out the file from under his arm they were photos of Peter dressed as Spider-Man fighting Doc Ock. "Fresh of the printer Jonah." Peter said through the file onto the desk. Jonah looked at them for a brief moment "I don't want this!" He barked at Peter.

"What?" Peter asked while sipping his coffee, "What's wrong with them?" Jameson picked up the photos and crumbled them up, throwing it at Parker.

Jonah grabbed the nearest piece of parchment which happen to be a piece of newspaper but not The Daily Bugle but a copy of the New York Times, "This!" Peter almost spit out his coffee but kept it in his mouth. A blurry picture of Spider-Man and a small child Ina mask and hoodie fighting what looked like Sandman. The NYTs was labeled with 'Spider-Man and a Spider-Boy?'  
 _  
Crap, well at least Adrian is at my home and not-_

Suddenly Robbie burst through the door. "Jameson, you remember that intern we hired a week ago the one you through your mug at?" Robbie asked the editor.

"No." Jameson said sitting back in his chair, "Well I just got a call from him saying he spotted a kid swinging around the city with webs coming out of his hands in Downtown!" Robbie sows frantically. Jameson's eyes got wide as he shouted on instinct "Park- wait where'd that useless photographer go?" Jameson said, as all he saw was Peter's coffee cup on the floor-spilled open. Robbie smirked "Bet he's already on his way." Robbie said looking back at Jameson, "Humph." Jameson started to light another cigar

the dark skinned editor looked at his partner "Still won't admit how he's our most important source of income?"

Jameson huffed in his cigar "Tell him and your fired."

DOWNTOWN

"WWWOOOOOOUUUUWHOOOOOOOO!" Adrian swung over the city wearing the same clothes and mask from yesterday, but instead of a sweatshirt he wore a long sleeved red shirt that matched his red mask. He shot another web as he swung around a building legs forward.

 **Best. Idea. Ever.**

He landed on the top of another building staggering himself so he could stay upright before running to the other side and jumping off he free fell for ten seconds before shooting another web out of his wrist from both web shooters. Some people on the streets looked up a few kids couldn't help but be jealous as they saw the boy swing around like the friendly neighborhood Spider-Man. Suddenly he heard a loud explosion from a block away.  
 **  
This looks like a job for your friendly neighborhood- uh me?**

Adrian swung towards the block and as he arrived he saw standing in the middle of the street literally holding an ATM over his shoulder. Was a gigantic muscle man wearing a giant suit of grey armor with a horned head? "Great another bug to squash." The giant villain known as Rhino groaned seeing Adrian, "This coming from a guy dressed as a Rhino?" He asked back.

Rhino smirked "That's the name..." He brought back his giant grey fist "NOW THIS IS THE GAME!" He shouted slamming his fist toward the boy whose spider sense allowed him to dodge backs flipping away. Rhino dropped the ATM and ran towards the boy like an actual Rhino horn first. Adrian web zipped to a lamppost before Rhino could get to him. The villain grabbed onto the street tearing up the ground so he could have a better grip and spin himself around.

"Hold still!" Rhino shouted as he tore out the lamp post just as Adrian jumped off it barrel rolling onto the street crouching down in front of him, Rhino brought back both his arms slamming then down into the boy but when he raised them, "What...where'd he go?"

While Rhino looked around for the child. Adrian was clinging tightly to the villains back with his spider sticking abilities.

 **Oh man, oh man, oh man... I barely dodged that last one now what do I do?  
**  
Suddenly a shadow appeared overhead in the shape of a giant hand.

"Crap" Adrian said as Rhino tore him off his back and held him by the scruff of his collar.

Rhino snickered "Any last words Spider-Kid?" Rhino asked as Adrian looked around Rhino and held up his hand and pointed "Behind you."

Rhinos snicker dropped "You really think in that stupid-" "HEY!" Rhino looked back to see a big brown skinned fist heading his way "Pick on someone your own size?"

The giant man got smashed right on the jaw and let go of Adrian who landed easily onto the floor where he looked up to see a man wearing regular street clothes a tight yellow shirt and black pants with boots cracking his knuckles, he was a huge African American with a trimmed goatee and bald head of hair standing over seven feet, "You okay kid?" He asked Adrian, "Wait who are you?" Adrian asked him.

"Seriously, I'm Luke Cage I'm an Avenger?" Luke said to him, "Uh... Oh well... Sorry?" Adrian said under his mask.

Cage groaned, "If you don't wear a stupid costume nobody recognizes you?" Cage said to himself rubbing his forehead. He looked back down at the spider kid "Hey, I don't suppose you know a little guy who dresses like you?" He asked Adrian whose head perked up as he sensed something "Funny you should ask...?"

As he did a certain shape former a shadow over them, they looked to see Spider-Man "WHAT DID I TELL YOU?"

Spider-Man landed right in front of them, Adrian backed hiding behind Luke Cage, "What was I suppose to do stay inside all day?" He asked as Spider-Man tried to chase him around "Yes, like I told you and- and are those my old web shooters?" Spider-Man asked as Adrian held up one wrist looked at it; then through it behind his back trying to hide it "You weren't using it?" He said back.

Peter growled at himself "Aaag... You... Urrr, We're going home right now!" Spider-Man shot a web up and swung away, "Um... It was nice meeting you... Duke Page was it?"

"Now!" Spider-Man barked back and Adrian shot a web up swinging behind the other spider.

Luke cage stood there speechless, "Oh my god he's a parent...?"

PETER AND MARY JANES APARTMENT

"What were you thinking!?" Peter asked Adrian both had their masks off. Peter in front of the boy who was sitting on a walleye level. "I said I was sorry, I just wanted to try the web shooters out but I got lost, and well I saw the explosion and-" "And your first thought is to go toward the danger?" Peter asked him snapping at the boy.

Adrian held up his hands "What was I supposed to do, let the bad guy get away?" He asked Peter.

"Well no- don't try to change the subject, that was way to dangerous?" Peter said to Adrian.

The boy was silent for a few seconds "Alright I'm sorry, but I can't just stay inside all day?" Adrian said leaning on the wall as his bare feet stuck to it.

Peter sighed scratching the back of his head, "Okay, well. Could you get off the wall already?" He asked Adrian who looked at him "What? Why?" He asked.

"Because I don't want footprints on the wall?" Peter pointed out. Adrian groaned and got off the wall "Fine."

When he did Peters cellphone rang and Peter picked it up "Hello-"'PARKER!" The voice of Jameson exploded out of the cellphone like a blare horn. Peter drew his head back so he could get his heading back from the scream. "Where are there photos?" Jameson demanded as Peter held the phone to his ear "Sorry Mr. Jameson... Something uh." He looked down at Adrian who cocked his brow "Came up?" He said as Peter her Jameson growl on the other end of the line "Well it better been worth it, next time show up with something OR DON'T SHOW UP AT ALL!" Peter heard Jameson scream before slamming the phone off making Peter reel back again. Peter shut his cellphone and glared down at Adrian.

"Sorry?" Adrian said bowing his head, "Yeah well sorry won't cut it next time." Peter said putting the phone down and walking over to the couch. He flopped down on it lying their face down. He groaned into one of the pillows. While he did Adrian shot a web onto the ceiling and swung himself over to Peter. Hanging himself upside down next to peters head. "If you need a photo of me why not just take one?" He asked.

Peter grumbled something out from under the pillow but it was to muffle. "Sorry I couldn't hear that, I don't speak pillow?" Peter raised his head "I said it's not that simple, I'm a photographer I can't just take a photo?"

"But it's of you?" Peter heard him say as Adrian hung there upside down?

"I know but they don't, secret identity, remember?" Peter said to him looking at the upside down boy his brown hair hanging down under him.

Peter spun around so he lay on his back, "Hey you got any other clothes?" He asked Adrian, who looked at his grey pants and long sleeved shirt. "Got some basketball shorts and a fantastic four shirt, but besides that only a couple of pairs of underwear." Adrian answered.

"Good enough go change." Peter said getting up and taking off his spider shirt, "Why?" The kid asked.

"Because people saw you dressed up like that, rather not get any unwanted attention while we do the blood test." Peter said walking to his room.

Adrian paused for a moment, "Oh okay."

NEAREST CLINIC

Peter and Adrian both sat in a doctors waiting room that had white tile floors. Turquoise cushioned seats with metal armrests. The walls were all a soft blue with a white stripe and the ceiling had fluorescent lights overhead with a TV in the corner. In the middle of them was a table with multiple magazines and DC comics for kids to read. Peter wore a light blue Mets jacket white button up shirt and jeans and was watching the TV that had a woman on it speaking with blurry cellphone recording of himself dressed as Spider-Man and of Adrian. The video was about eight seconds long and was on a constant loop with the headline 'Spider-Boy?' "Eye witness report the supposed Spider-Boy tried to apprehend long time Spider-Man villain Rhino, but it was Harlem superhero and local man Luke Cage who subdued the criminal, shortly after Spider-Man was said to appear and the two spiders left." The women said as the video changed to Luke Cage wrapping the unconscious Rhino in a metal beam. "When asked for more information on the child he said no comment."

 _Thank you Luke, by now half the city has seen that video.  
_  
Peter looked down at Adrian, who wore a dark blue fantastic four shirt that had a flaming four on it that read Human Torch, and a pair of black basketball shorts and sneakers, his backpack was at his feet. He was currently fidgeting with hands between his legs.

 _Geez, even I wasn't this worried going to the doctor at his age. Then again those were just shots this is a paternity test?  
_  
Peter looked the boy up and down his features, same hair, same nose and chin but parts of his face were different her familiar.  
 _  
What do I do if he isn't my son, what do I do if he is, what will the other heroes think, god I keep forgetting what will Aunt May think_?

The door to the clinic opened and a nurse walked out "Peter Parker?" The nurse called Adrian is he got up and walked into the back rooms. "Don't be nervous." Peter whispered down to Adrian who gulped "Y-yeah."

Eventually they were led into a small room with white counters and beige cabinets, the walls had posters framed on each wall with the human body and other medical pictures. A jar of cotton balls sat on the counter next to some wooden Popsicle sticks. Adrian sat on the examination chair/couch while Peter leaned on the counters.

The door opened and an Indian man with dark curly black hair and mustache. He was obviously the do ore by his white doctors coat and a suit underneath it, he had a stethoscope "Ah Mr. Parker." The Doctor said looking at the clipboard on his hands reading his name odd "Don't suppose you know a Richard Parker?" He asked him chuckling a bit.

"What?" Peter asked, "Ha." Adrian said making Peter look at him "It's character in a book." Adrian added.

Peter rolled his eyes "Never mind, can we please start?" Peter asked the Doctor.

The man nodded "Yes, my name is Dr. Mattel, Mr. Parker you and your son are here for a paternity test?" He asked Adrian looked at Peter when the doctor said 'son'. "Yeah... That's what we're here to find out?"

The doctor nodded and walked over to one of the cabinets, "Very well, young man if would stick out your finger for a blood sample.

Later, Adrian and Peter walked out of the clinic after the paternity test, "Okay doc said it'll take a few days before we get the results." Peter said as they headed down the sidewalk Adrian had his backpack over his shoulders and had his hands in his pockets. "And what'll happen?" Adrian asked Peter "Uh, we'll cross that bridge when we come to it?"

Peter and him walked down the streets silently, "So what do we do until then?" Adrian asked him.

He looked up thinking until he saw a Mets billboard talking about a game today, and Peter smiled. "I got an idea."

LATER

"GO METS!" Peter and Adrian both sat in the bleachers of Citi Field a stadium located in Flushing Meadows–Corona Park in the New York City borough of Queens. Completed in 2009, it is the home baseball park of Major League Baseball's New York Mets. Both Adrian and Peter sat on the mid bleacher second behind third base and we're watching the game. As they watched one of the Mets finally hit a home run and they and the fans cheered.

 _Now I know how Uncle Ben felt when he brought me here, I mean isn't this what dads do? Bring their kids to baseball games… wait do I want this._

"So your uncle use to bring you here?" Adrian asked, Peter nodded at the boy as he leaned back in his bleacher seat "Yeah, it was my Aunt and Uncle who raised me, some how my aunt did it on her own?"

Adrian looked up from the game at Peter, "What do you mean?" he asked him.

Peters smile fell, before picking back up "Uh… I'll tell you later."

 _Would it be so bad, Adrian and I, like Uncle Ben and I use to be, someone I could teach, how to ride a bike, drive, shave… holy crap I could teach him how to make web fluid, swing, even how to quip?_

Adrian watched the baseball game; Peter pondered the possibility of the boy actually being his son.

 _I mean, what will happen if it isn't, where will he go, who will- spider sense!_

Both Peter and Adrian looked around the stadium, "Did you-" "Feel that?" Peter asked cutting the boy off, "I don't see anything?" Adrian said looking around the stadium; Peter looked up at one of the stadiums many lights. On top of it their appeared to be a man, wearing overalls and a hard hat.

 _There!_

Peter looked up at the man on the stadium lights fixing a bulb when all of a sudden said bulb exploded in sparks and the man tried to shield his face. He fell back right onto the railing and grabbed the edge of it holding on for dear life. "Stay here." Peter said getting up and running to the exit. Adrian looked up and soon other people did too. Soon the whole stadium was looking up at the man holding onto the railing trying to climb back up.

The man held on with two hands then just one making people scream, then the man let go entirely.

People started to scream even louder as the man plummeted to his doom, when out of nowhere Spider-man appeared grabbing the man while swinging of one of his webs. "Got you." Peter said grabbing the man from the jaws of death itself.

He swung down into a gap between the bleachers, "Alright you should be all-" Spider-Mans spider sense flared up again as he looked around.

 _Spider-Sense again?_

His eyes shot up above the stadiums lights were starting to explode one by one on that single array of lights then the entire fuse bot exploded on it, making the metal structure of lights start to fall right off into the bleachers.

No, can't get to it in time!

The metal structure of lights fell straight toward a crowded section of people when from up above on the level just below the lights still attached but before the people who were about to be crushed a pair of webs had attached to the back of the wreckage.

 **Can't-hold-on…**

Adrian had put his red shirt and black pants on along with his mask and was holding onto the giant piece of metal with the webs in both hands.

"Hold on!" Spider-Man shouted about to jump off the stadium floor, but before he could the man who had just rescued grabbed him "Wait I need to show you something-" "Look the gratitude can wait I-"

 _Spider-Sense_

"No" the man said under his hat "I'T CAN'T SPIDER-MAN!" from the folds of his overalls the man unleashed a small burst of electricity as his clothes burnt off to reveal his green and yellow suit "Electro!?" Spider-Man shouted as the crook put on his lighting mask and Spider-Man backed up. "And he isn't alone!" someone shouted from the field. The players all froze as the diamonds sand started to shift and out of it Sand Man raised, "What supervillan team ups now?" Spider-Man asked, as Sandman made his and arm into a hammer and tried to crush Spider-Man who dodged.

"More then you know bug." Sandman said as the concrete beneath their feet exploded and out jumped Venom, Spider-Man saw the three of them, "We missed you." Venom growled at Spider-Man who leapt off the ground avoiding Venom, while the three super criminals surrounded him. People began to scatter as they saw the super powered showdown.

 _Venom, Electro, Sandman…. a trap!_

As Adrian held onto the giant metal lights rack still dangling over the people.

 **Arms… feel like…. their going to… tear off.**

The boy tried to hold on as long as possible but his spider-sense flared as he saw a shadow appear behind him. The shadow was none other then Doctor Octopus, "A valiant effort boy… like we planned." Octopus shot one of his tentacles at him smacking Adrian in the back of the head making him go limp. The web in his hands went loose as the metal rack of lights plunged straight down.

As the last people tried to scatter out of the way, Spider-Man appeared beneath it catching it with his amazing spider-strength. He looked up in terror to see Doctor Octopus holding Adrian in one of his mechanical arms, and then toss him right off the top of the stadium. "NO!" Spider-Man shouted as either a blessing or curse the Vulture appeared to snatch him out of the air and fly away.

 _Got to get out of this, have to go after them-_

Before he could finish his thought, both Electro and Sandman blasted the giant metal structure with electricity and sand burying him in the process, but before he was completely covered he held his arm up towards the Vulture. Who was getting farther and farther away, shooting out of his web shooters was a spider tracer that flew like a bullet onto the back of one of the Vultures feathers. "Good, now everyone withdraw." Dr. Octopus said his finger to his ear as all the Six had earpieces in.

"What, but we have him?" Electro argued, "Killing him is easy, but I have a surprise for Spider-Man, I assure you it's to die for."

Doc Ock said as the four of them withdrew from the stadium. As the commotion died down, some of the fans came out from cover, "Holy, they crushed him?" one spectator said seeing the pile of metal, sand and glass that was covering the area where Spider-Man was. "Oh my god is Spider-Man dead?" another woman called as people got around the wreckage. "Damn, I my cellphone pictures of it are all blurry?", some security guards climbed on top of it, as the wreckage started to shift.

Without warning the top of the wreckage and sand exploded, out of the dust cloud of sand and metal Spider-Man was standing hands curled into fists. "Hey he's alive?" one of them said as Spider-Man looked around, for Adrian. He looked at the nearest security and leapt over to them, "You which way did they go?" he demanded.

The Mets fan was totally caught off guard, "Uh what?" "Vulture? Man dressed as a giant green chicken?" Spider-Man asked again, "Oh, they flew that way." The man said pointing out towards the city.

The wall crawler shot a web out of his hand and zipped out of the stadium after them.

 _I don't know if my Spider-tracer will hold or not, or if they find it, but I can't think like that. Dammit! This is what I was afraid of, getting him involved like this. I should have taken the web shooters away he must have had them in his back pack, stupid Parker, stupid._

 _Ah, stop it, have to focus- the Sinister Six attacked me, and have kidnapped my possible son…._

He swung through the air his mind going blank for a few moments.

 _I swear, god or no god if anything has happened to him, I will, end them._


	3. Chapter 3: Epilogue

Adrian's eyes racked open to see he was in a darkened room, among them was Dr. Octopus, Mysterio, Vulture, Electro, Sandman and Venom and all of them were upside down from Adrians point of view. But in fact Adrian was upside down with about three layers of steel chains wrapped around him as he dangled their. "Those chains really needed he's just a kid." Shocker asked.

The sinister six stood around in what looked like a laboratory of some kind secret base, Doctor Octopus stood in front of the upside down archankid. Going clockwise was Shocker leaning on a machine, Vulture perched on top of a metal crate, Sandman in the back, Electro sitting in a backwards chair, and Venom slobbering all over the floor. While Mysterio who made sure his cloak wasn't being drooled on it. "One thing we should all know is to never underestimate a Spider no matter how small?" The Doctor said.

 **Okay, so ok trapped upside down, with a cyborg, man dressed like a lighting bolt, a bird man, guy in a green shirt, the thing that tried to eat me, and then some fishbowl guy?**

"Hey watch the slobber?" Mysterio asked fish bowl and all to Venom "We don't care, move." The symbiotic creature hissed holding the ice pack over his head, "Telling you We should have put explosives on the lights, I use to be an actual electrician." Electro said holding out his hand. "I didn't know that?" Vulture said "Do you mind helping me with my new place, or else I'd rather have to kidnap one and force him?" Vulture clucked out.

Electro shrugged "Sure, but theirs a fee?" Electro said back "What? Why you-" "Both of you silence yourselves!" Doctor Octopus shouted at them.

"They boy is awake." Doc Ock added making all the villains look at the spider kid, "I doubt we'll need and introduction?" Otto said as he cupped the upside down head of Adrian who still wore his mask. "Don't think so, Metal Squid." Adrian said back as he dangled their, as he looked at them "Shocker?" Looking at electro "Uh...Bird Man?" He said getting Vultures attention "Um, I don't know?" He said looking at electro "Some kind of monster." Adrian said looking at Venom, "And umm, the fishbowl guy?"

The entire so sister six looked at him, "Shocker!?" Electro asked standing up "I'm Electro, shocker doesn't even use electrical powers?" Electro barked at the kid "Then why does he call himself shocker?" Adrian asked under his mask.

"He uses these tech gauntlets to make shock waves." Vulture aid to Adrian.

The boy didn't say anything at first before speaking again "That makes no sense, why not just go by shock wave, shocker is just confusing." Before the crook could engage him again Dr. Octopus spoke "You should also know child that one Spider causes enough trouble for me and my associates, so we can't have two."

Adrian was silent, "Enough talking, we want him in our mouth." Venom slobbered out.

"Wait are we actually considering this?" Sandman asked from behind, "What?" Doctor Octopus asked. Sandman crossed his arms "I'm all for killing Spider-Man, but... But this a kid Doc?"

Doc Ock said smiling back at him "You misunderstand Flint Marco, why kill one spide when you can kill two with one stone?" Doc Ock said looking at Mysterio "Mysterio, it's your turn."

ELSEWHERE IN THE CITY

Spider-Man swung through the city at full speed, over cars and through the skyscrapers.

 _Okay the tracers signal is faint, must be underground_

He swung around for a few more seconds before till he saw a some construction workers working around an open man hole, he let go of the rope like web and flipped to be dove straight toward the hole. He slipped in and flipped around so he crashed into the sewers floor looking up into the blackness of the sewers.

He started to wade through the waters rats scurrying or swimming by his feet as he moved deeper into the labyrinth like under world like sewers.  
 _  
I'm getting closer, Doc must have some sort of hidden lab down here.  
_  
He came to the end of the pipe he was in to see a large drop of the sewers with multiple pipes leading down to he bottom. He leapt down the gap and free fell for about hundred feet before landing on a metal drain the sewerage water around him making a thick mist around him. But through it he saw an old metal door walking to the door he checked his senses.

 _This is it, Adrian's behind this one._

Spider-Man grabbed the door and literally tore it off the wall and walked room was utter darkness. Spider-Boy stepped into the room sensing his spider tracer was near as a bright light erupted from the middle of the room. Spider-Man held his hands up to shield his eyes when he lowered them he saw what the light was illuminating.

All Spider-Man could do was stare.

Stare and look at what was in front of him.

At the chair, the bloody chair that Adrian was sitting in hands bound behind his head blood running down his shirt and pants onto the floor. His head hung limply still covered by the mask blood seeping from his neck.

Spider-Man reached forward to the boy, before fell to his knees in front of the body, as behind him the door shut close with Venom standing in the shadow, "We wanted you to see, before we had you both for dinner." Venom chuckled as he walked up behind Spider-Man whose limp hands began to tremble but not of fear, or sadness, but rage.

In another part of the underground lab, the rest of the sinister Six was watching from  
Multiple cameras. "I still think we went a bit to far?" Electro said behind Doctor Octopus across from Mysterio with Vulture behind them with Sandman in the back. "Are you kidding me look at him." Mysterio said under his helmet "This is my best work yet, good thing Vulture has that spider tracer on him right Doc?" The master of illusions said as Doctor Octopus nodded "As expected from the wall crawler. For years my compatriots we have tried to break his body, but none ever compare to the breaking of his spirit." They all looked back at the still very much alive body of Adrian still dangling behind them.

"But it is also good to have a fall back plan." Doctor Octopus looked at the boy, who was starring at the screen of Spider-Man and Venom, "Once Venom is finished with him, we shall proceed to come up with a means to deal with the boy?" Doctor Octopus said as they saw Adrian wasn't looking at them at all he was looking at the screen. "What's he-" Electro looked back to see the video of Spider-Man and Venom, "Dear god." Electro said seeing what Spider-Man was doing, "What is it?" Vulture asked as they looked back to see Spider-Man and Venom, or better to say Spider-Man was killing Venom, as they all watched Sandman glanced back at Adrian while nobody was watching.

In the darkened room, Venom was being beaten into the concrete floor over and over by the web head. Venom looked up to see another now bloodied fist bash against him. Spider-Man slammed his foot onto Venoms knee cap crushing it making the monster howl in agony "KILL YOOOOUU!" Venom roared teeth out to the slobbering as he lunged at Spider-Man who grabbed the creatures tongue and literally tore it from his mouth Venom screamed as blood sprayed from his mouth. Venom grabbed his mouth and tried to crawl away with one arm "Whaaas wrang woth You?" Venom tried to say but without his tongue he could barely be understood. Spider-Man grabbed Venoms still free arm he began to pull. Venom tried to break free break free but couldn't and suddenly the black arm started tear and rip before Spider-Man toar it right off Venom adding to the terrible pain,'lifted him over his head throwing him through the brick wall and even through a few more all the way to the hallway

Spider-Man started to walk towards Venom, "I've spent years." He said as Venom tried to sit up "Years letting you go to terrorize and harm more innocent people." Spider-Man said as he got to Venom and grabbed the monster by the throat. "And now, you do this... AND I LET IT HAPPEN!" Spider-Man said slamming Venom into the ground again while the other five of Six watched "Doc?" Electro said "What have you done." Electro said backing up, "Calm yourselves my friends we still have-" all heads turned to look at Adrian but all they saw were a pair of empty chains on the floor.

"Oh man oh man, we have to get out of here!?" Vulture said grabbing his forehead as the villains started to panic. "He's going to kill us, he's done holding back." Electro said as the videos around Doctor Octopus secret lab shower Spider-Man tearing Venom apart and the base at the same time "I didn't mean to make it so real, if he finds out its fake-" Mysterio tried to think straight as Doctor Octopus stepped into the middle of them. "All your fools calm down, all we need to do is find the boy and-"

CRAAASH

The very wall behind the screens of the control room in the lab was broken down with Venom or what remained of him in front of them and Spider-Man standing over him like a menacing shadow of their own demise. He didn't speak, he wasn't going to give a quip, so Electro shot first "Get back you psycho" electro cried shooting some electricity toward him Spider-Man dodged shooting a web towards Electro who dodged but he was never the target to begin with. Spider-Man lunged forward and slammed in to the middle of them all.

 _It's all a blur_

He smashed Mysterios helmet in against the floor shattering it and sending glass into the mans face making him scream "GYaaaa my face…gayyaaa".

 _I forget everything I was ever taught to believe, about holding back about being better..._

Electro who had a wave of electricity of his head in his hands then had said hands webbed up as Spider-Man was on him.

 _Seeing him... Sitting there... All my fault..._

Vulture flapped his green wings and tried to fly toward the exit it but he felt a tug on his feet to see them webbed up. Spider-Man pulled him down and swung him around like a wrecking ball into the walls and machinery.

 _And the men responsible right in front of me, at my mercy_

Venom had some how managed to heal himself enough with the symbiote to get up and try and flank Spider-Man, but with his amazing speed Spider-'Man spun around fist forward and drove it into Venoms jaw tearing it off on the process.

 _All that matters is I get revenge_

After they had all fallen the only one left in the room was Doc Ock. "No no, this want suppose to happen... MARCO WHERE ARE YOU?" Otto shouted as he backed up crying for help from the Sandman.

"S-Spider-Man wait, don't you have a clever words or something... A jokester like you always has something to say-AH!" Spider-Man shot a web right into the mans green suited chest and pulled him forward grabbing him by the throat "No, no more words?" He through Octopus across the room into the wall crushing his mechanical limbs. "We have nothing to say to each other." Spider-'Man said using his sticking abilities to lifts Octavius up by his face the villain grabbed Spider-Mans red gloved hand with his own two hands as he muffled out "W-ait- let me explain...?" He begged half conscious as Spider-Man pressed him against the wall and drew back his fist.

"WAIT!"

Suddenly out of nowhere a web wrapped around Spider-Mans hand, Spider-Mans head shot behind to see Adrian standing there very much alive, "W-what?" Spider-Man gasped seeing the boy but he was even more shocked to see the Sandman standing right behind him, "NO!" Adrian shouted leaping right into Sandman, pinning him to the floor "Spider-Man stop?!" Adrian said grabbing the mans fist before he could even harm Sandman.

"What?" Spider-Man asked, "It's okay he saved me." Adrian said under his mask as they looked down at Marco who had his hands up, "Talk?" Spider-Man said getting up and putting Adrian behind his back. Sandman got up, "Not much to talk about web heads Mysterio made a dummy of the kid to fake you out." Marco said looking around the torn up lab and gallery of unconscious and broken villains. "Even us crooks draw the line sometime, don't know if Doc really planned to hurt the boy or not though?" Sandman said as Spider-Man looked down at his the boy, "But you weren't going to leave it up to chance is that it?" He asked Sandman.

"Yeah sure, whatever." Sandman said as he looked over Electro who was bloody and beaten but alive if barely, "Why?" Spider-Man asked, Sandman shrugged, "Like I said Webs, we all got lines we don't cross, but this doesn't mean I won't try and squash you next time or when the kids older?" Sandman said heading to the hole in the wall Spider-Man had made with Venoms body. "Just don't go telling people I'm going soft, just say I ran away and I'll be okay." Sandman said walking off.

 _Guess I should let him go, just this once_

Spider-Man looks down at the boy and sighed, "Come on, let's go."

Later, Spider-Man and Adrian stood on top of a high skyscraper looking down at the man hole Spider-Man had ripped off, the remains of the Sinister Six minus Sandman were being loaded onto ambulances with police around all of them. Two of the cops looked down, at the glass face impaled face. "Son of a… Spider-Man really did a number on these guys." He said as the other cop took off his hat and scratched his forehead "What makes you think it was Spidey?" he asked.

"Who else, all the webs down there, they must have pissed him off something fierce." The cop said as even Venom was being loaded onto a stretcher with a heavily armored shield car. Back up above Spider-Man was looking down at the nearly dead super villains. "Would you have done it?" Spider-man looked down at Adrian who was also looking at the villains down below.

Spider-Man was confused by the question "What?" he asked him.

Adrian pulled off his mask his brown hair blowing in the wind, "Would you have killed them if they had killed me?" he asked again. Spider-Man turned away, "… I don't know." he said as he sat down, Adrian did the same thing and the two of them sat there looking at the city skyline. "So what now?" Adrian asked.

 _Yeah… what now Parker? People have seen him now at the ball game, the Six will be sure to go looking for him with all my other enemies… I can't just wait for the blood test…_

Spider-Man felt the kids gaze on him again, "Now… now we go home." Spider-Man said standing up. "Home?" Adrian asked him, Spider-Man looked down at the kid "You're my son, where else would we go."

LATER, APARTMENT OF PETER & MARY JANE

"Peter, PETER!?" Mary Jane burst into the apartment shouting "I saw the news about the mets game and-" she ran into the living room to see Peter and Adrian both sitting there papers in hand with markers and pencils. They both looked up to see her standing flustered "Oh hey MJ?" Peter said he was wearing only his spider man trousers and boots, Adrian wore the same clothes and was sitting in a web like swing. "I still think I need a jet pack?" Adrian said looking at some of the papers in hand each of them has crude drawings of red and blue figures some even had black and orange. MJ walked over Peter what happened, I saw-" "It's okay MJ we... We figured it out." He said as she sat down.

Peter glanced at Adrian who was silent. She glanced at the boy then at her husband she looked at the drawings on the couch and coffee table.

"Can I talk you Peter?" She asked getting up. Peter followed her looking at Adrian as they headed into their bedroom, "What are you doing?" She asked him.

Peter looked at his wife confused "The drawings, are you thinking of letting him go out and fight crime?" She asked him.

"Uh... Yeah." Peter answered. "ARE YOU KIDDING ME?" she screamed at him so loud Adrian fell out of the web swing.

The husband and wife glanced at one another "MJ let me-" "No Peter he's just a kid, and how many times have you come back broken and bartered-" "So was I when I started and your right I came back battered all the time because half the time I didn't even know what I was doing." He explained "So you want to let him go through that?" MJ asked him. "God no, but you saw him on TV, its not like I'll be able to stop him.

"What so your going to be Batman and Robin?" she asked him arms crossed "Wait, Robin number one, two or three?" he asked his wife, "Any of them does it matter?" she shouted at him.

"Well yeah it does, if it's number two?" he said as MJ sighed shaking her head, "Tiger of all the times to joke you do this now?" she said walking over to her bed and sitting on it. "MJ, I've never been more serious." He said walking over to his wife, "There's nothing I can do to change your mind?" she said to him looking him in the eye his face unchanged "No."

AVENGERS MANSION THREE DAYS LATER

"Why can't my mask be like yours?" Adrian asked next to Spider-Man as they stood in front of the Avengers Mansions front doors. "Does it really matter?" Spider-Man asked as Adrian grumbled while his dad rung the doorbell. "I still think my idea was better?" Adrian said fiddling with his web shooters, "Just wait till you tear it up, and you'll be glad MJ made it for you."

Spider-Man rolled his eyes under his mask, "Yeah cause you need a jet pack, we don't fly we swing?" He said as they waited.

The door opened to reveal the mansions butler, he wore a standard butlers uniform with balding head, "Hey Jarvis, anyone here?" He asked the butler who looked down at Adrian. "... Of course Master Spider-Man follow me."

The two of them walked in to the Avengers Mansion, when they did Jarvis walked ahead of them, before turning into a large living room. "Master Spider-Man has arrived." He said to a room that had a few people in it, one was a stocky hairy man wearing yellow and blu with his mask pulled back, man wearing a full body piece of red and gold armor with a yellow face and arms and legs with the red over his chest and forsakes and lower legs. His yellow face mask was up showing a man with fair skin brown eyes and a mustache. He was talking to a woman wearing a one piece suit with thigh high boots and long gloves with a dash around she waist and lighting bolt down her suit with a simple mask. Sitting on the couch across from the hair man was a woman wearing a red one piece strapless swimsuit like leotard with leggings and a long red cape and tiara with curly brown hair and red eyes, she appeared to be reading magazine.

"Web heads here?" The hairy one said holding up a beer can sipping it "Indeed Master Wolverine." Jarvis said, "Uh remind me to let him go into space next time Carol." The armored man said "Yeah Tony." The blonde next to him added

Spider-Man walked in "Wait you were in space?" He asked. The Burnette nodded "Yes, we we're stopping an alien invasion before it got to earth." He looked at the red woman, "What?" He asked.

"Like Wanda said Peter." Spider-Man looked at another entrance in the living room to see a tall red, white, and blue suit with a star on it wearing cuffed gloves and boots with a winger mask with an A on it. "Little preemptive strike can go a long ways." He said walking in "Oh hey Captain... So you guys don't know?" He asked them.

"Know what webhead?" Ms. Marvel asked, Spider-Man stopped scratching the back of his head. "Oh, well... Uh... I want you all to meet someone?" He said to the Avengers.

Wanda rolled her eyes "Not another clone." She said. "No... We'll sort of." Spidey said back walking out from behind the corner of the hallway "Everyone, meet my son… Spider-Boy."

Adrian appeared wearing a similar spider-manesque suit but the only differences being the instead of boots the red Webbed parts on his feet were more like shoes, and instead of a full mask he wore a domino mask similar to Spider-Mans two eye holes over his face. "Hi I'm Spider-boy." He said holding up a red Webbed hand.

Every single Avenger stared, speechless, while Wolverine spit out his beer.

"Told you I needed a jet pack." Adrian said to Spider-Man as the wall crawler scratched his head.

LATER

Spider-Man and Spider-Boy swung through the air, "Is Wolverine always like that?" he asked Spider-Man, "Uh yeah." He replied as they swung over the city. "And Ms. Marvel does she always dress-" "Yes, I know." he answered before the kid could even finish his sentence.

"So where are we going now?" he asked Spider-Man, "Where ever the next costumed maniac is."

"Okay" just as said that a police sirens ringed down below as the two of them looked down to see the cops in a high-speed chase going on. "Ready to introduce yourself to New York?" he asked, "Age before beauty." Spider-Boy countered as they swung down into action.

THE BEGINNING

 _ **PLEASE GIVE ME REQUESTS FOR STORIES AND SITUATIONS YOU'D LIKE TO SEE SPIDER-BOY IN SOME I'M WORKING ON ARE AS SUCH:**_

 _ **SPIDER-BOY AND THE X-MEN**_

 _ **SPIDER-BOY AND THE FANTASTIC FOUR**_

 _ **SPIDER-BOY AND THE BLACK PANTHER**_

 _ **IF NONE OF THOSE INTEREST YOU I'LL MAKE A STOCK CHAPTER**_


	4. Chapter 4: Spider-Boy & the X-Men

_**SORRY FOR THE LATE UPDATE**_

XAVIERS SCHOOL

FOR GIFTED YOUNGSTERS

Salem, New York

"Okay." Kitty Pryde, aka Shadowcat of the x-woman and mutant said to her class. She wore a white shirt and pink sweater over a pair of jeans and white shoes, her long brown hair was let down behind her fair skinned head brown eyes. "So we we're originally start our class with a new guest student but it looks like he's running late?" She said to the class of teenage mutants ranging from human looking to totally bizarre. They all sat in a simple looking classroom with a chalkboard, drawers on one side and a row of windows on the other. "Now let's start mutant history were we left of, where a few archeologist and historians believe that the first mutants besides Namor-" "Uh, Ms. Pryde?" One of the students asked.

"Yes Robbie?" Kitty said to the student "Uh, theirs a spider on the window?" He said as most of the students either got up to look or just looked at the window. "I'm sure that's interesting but this is history not bio...lo... Geez?" Kitty said looking at the window to see Spider-Boy glued to the window with a blue backpack over his shoulders knocking on the glass. "...'someone, let him in." One of the mutant students walked over to the window and opened it.

Spider-Boy slipped through "Thanks." He said halfway before sticking his head out again and putting his hand to his mouth calling up "Thanks again Thor!" His shout was echoed by a loud crack of thunder in the middle of a clear sunny sky. Some of the students looked out the windows to try and get a glimpse of the golden haired thunder God. "Alright that's enough everyone back to your seats." Kitty said as Spider-Boy stuck to the wall.

As the students moved back into their seats Spider-Boy felt them all starring at him through his white out domino spider mask.

"What?" He asked the students, "Maybe our new student would like to introduce himself first?" Kitty said getting the arachnilads attention.

He scratched the back of his brown hair and said "Sure." He held up his wrist and shot a web out of it to the chalk board making the students look in awe as he zipped to the board. "Alright." He said looking at them, "Hi, my names Spider-Boy, and I'm...well I'm Spider-Boy?" He said as everyone just stared, "Maybe some of the students would like to ask you some questions?"

The second she said that about everyone's hand went up. "Okay." Spider-Boy said looking across the room "Uh, you with the spikes." He said pointing to a mutant boy with a porcupine like body wearing a blue shirt "Are you really Spider-Mans son?" He asked.

"Yeah." Spider-Boy replied, another kid raised their hand a girl with blonde hair wearing a classic school girls uniform of a pled skirt, highs socks, black shoes, and a cardigan with a white button up shirt, "If Spider-Man is your father, does that make Spider-Woman your mother?"

Spider-Boy shook his head "Um, no in fact we actually aren't even related." A few students dropped their hands probably because they had the same answer. Another student all the way in the back a girl with metal gloves on a blue hair "Yeah girl in the back with robot hands?" He said as she lowered one of her mechanical hands.

"Were you born with your powers?" She asked, Spider-Boy shrugged "Well I could crawl on walls before I could walk so yes." A few students laughed at the unintentional joke from the boy. Another student raised there hand and before he could call on them.

Outside however, in the bushes of the Institute a small robot with three lenses on its head was watching the mutants and Spider-Boy through the window. Its lens magnified onto him zooming in with a red hud as its operator said "Interesting."

Back in the class room the student who asked finally spoke "Are you a mutant?" It was the blue haired, metal gloved girl who had spoken. Spider-Boy opened his mouth but the only thing that came out was "Ummmm..." Luckily he didn't have too because Kitty clapped her hands "Okay that's enough for our guest, how about you take a seat."

Spider-Boy turned his attention to the teacher, "Yeah sure." He shot another web and swung to the nearest open desk. He landed on it and sat down the whole class still starring at them while Ms. Pryde was acknowledging the fact she had a bunch of webs in her class room. Spider-Boy found himself sitting next to the boy with quills like a porcupine and as Kitty continued her lesson the boy poked him with his spike covered elbow "Hey." He whispered "Yeah?" Spider-Boy asked "Why were you late?" He asked him.

"Monster attack in Manhattan, had to stop it." He hushed to the boy, the porcupine person smiled "Cool, names Max, call me Quill." He said holding up his fist, Spider-Boy bumped him "Was Spike taken?" He asked him, Quill snickered "Actually yeah."

 **Hi, my names Spider-Boy, well it's Adrian Parker but I like Spider-Boy more. Anyway a few months ago I went to New York to find my dad who if you haven't already guessed is Spider-Man. Anyway after the first couple of days and almost dying my dad figured it would only be a matter of time before some lunatic tried it again.**

 **So he decided I should go into the family business aka superhero crime fighting if you get my meaning.**

 **And it's awesome.**

After the first classes bell had rung, Spider-Boy attended a few more morning classes, such as Gym, where he stood in a line with other students in front of him. With them was a man made of solid ice "Okay since it's my turn to do gym class, we're going to play a classic?" Iceman said holding up a big bright rubber ball.

"Dodgeball." He said as within three minutes the entire gym was in chaos with mutant dodge ball. Mutants who could fly, teleport or lift the balls without even thinking it.

 **I mean, the x-men school wasn't my idea, my dad suggested it and figured why not I don't ever get to use my powers in front of other kids anyway. And in gym class I've always wanted to do this...**

Spider-Boy kept bouncing around the gym floors, walls, and ceiling he webbed up two balls and through them at a dark haired boy with fair skin and another mutant girl with red hair and metallic skin. All the mutants stopped to see him standing in the middle "Get him!" One of the students shouted as they all tried to hit him with the dodgeball.

He dodged with ease his spider sense allowing him so, all the while why Iceman watched next to the doorway, as Spider-Boy dodge and evaded the balls even the kids who were psychic who made the red balls like missions only to have them Webbed up be flung back at them.

Every student in the gym was being pelted by dodgeball a while Spider-Boy was unscathed. "Dude are you psychic?" Quill asked him Adrian put his hands behind his head "No... We'll sort of, I have a thing called a Spider-Sense." He explained to the mutant "A what?" He asked.

"Spider-sense lets me sense danger or when I am in danger." He pointed out, as they left the gym "And is a major pain." Someone said behind them Spider-Boy and Quill, they looked behind to see a short hairy but stocky Canadian man wearing a yellow and blue spandex suit, it had blue stripes on the shoulders and sides with blue gloves and boots with a coal hanging down his back. He had thick black side burns attached to parted black spiked hair.

 **Wolverine, from what I've heard he's the beast at what he does and what he does ain't pretty bub. Guess he and my dad decided it be cool for me to stop by the school.**

"Oh hey Mr. Logan." Quill said seeing the Spider-Boy snickered. "Something funny bub?" Wolverine asked "Your names Logan?" He asked the Canadian mutant "Yeah." Wolverine growled.

When he answered another man approached them "Ah Logan you found him." The three of them looked down the hall to see a mans with chestnut brown hair, red shades, a white T-shirt with an X on it and blue jeans with loafers he was taped then wolverine but not as muscular but still toned "Yeah this is the web heads brat." Wolverine gestured.

"On behalf of the rest of the X-men is great to have you here..." He asked "Oh uh Spider-Boy" The arachnkid said back to him "What?" He asked him. Scott looked at Wolverine "It's okay you don't have to wear the mask." Scott asked "Uh I'd rather keep it on." He replied to the mutant leader. Scott smirked "Ok, I understand but it's a distraction to the other students." Spider-Boy hadn't noticed it but while people passed them in the halls eyes were on him constantly. "Ah lay off him Scott, come on junior let me show you the danger room." Wolverine said leading Spider-Boy away. He glanced back at Quill who gave him a thumbs up as they walked off.

Spider-Boy and Logan walked down to some metal corridors. Unlike the wood ones above these were lit up and empty as he and Logan walked down the metal halls with big metal doors that had X's engraved on them. "I see your all a fan of the letter X." He said as Logan smirked, "I said the same thing when the Professor brought me here." Logan said as they came to a large door. It opened to reveal a large control room like area with a glass window, overlooking it was a woman in a white cloak with long blonde hair. "Hey Emma mind if we borrow the danger room." The woman turned around and appeared to be wearing a white corset with tight white pants and heels with a white cape around her arms but not her shoulders, she wore a white choker collar with an X-men symbol on it. "Ah Logan I thought I smelt wet dog." Emma said to him before seeing Spider-Boy. "Is another student playing Spider-Man again?" She said as Spider-Boy whispered to Logan "-Again?-" before Logan answered.

"No Emma, this is Web heads actual brat." Emma glanced down at Spider-Boy "Seriously... My god he's a parent." She said under her breath.

Logan nodded as Spider-Boy was oblivious to the lack of credibility Parkers parentage got. "Hmm Well what's he doing here?" Emma asked Logan "Thought I might show him the danger room, see what he's made of." Emma thought for a moment.

"Very well my students have finished." The door opened behind Logan and Spider-Boy. They saw six people enter in the room all wearing red and silver along with a few others. The first was a tan dark haired boy with brown eyes, wearing a sleeveless suit with a silver outlined of an X on there chest with sections cut out on the sides filled in with silver forming an X with a diamond on it. He had a silver part around it waist like a belt and silver striped going in them down on both sides of his legs with red and silver boots. He wore a red jacket with the sleeves rolled up with red fingerless gloves. Another boy a dark skinned African boy with long dreadlocks. He wore an identical uniform to the first boy. Next to the main boy was a girl with red hair, but chrome metal skin. Her top was a mid riff behind them all was a the same giant golem from Prydes class who wore an identical one to the boys but no gloves on the golems hands. The only two who weren't in uniform was a girl wearing a dark black burqa and a brown haired boy with dark black clothing and trench coat.

"Not to shabby Ms. F?" The lead boy said hands on his hips smiling like a conquering hero. "Not at all Julian, once again the Hellions hold the high score among the teams." Emma Frost said smiling at the students.

Emma looked down at Spider-Boy "Allow me to introduce my students Hellion, Tag, Mercury, Rockslide, Dust and Wither." She said to The boy called Julian looked down "Whose the kid playing dress?" He asked. The big golem answered "That's Spider-Boy Julian." The one who was Rockslide said, "Seriously?" Julian asked; "Yep." Spider-Boy said back to him "And you are?" He asked the mutant.

Julian seemed surprised "Julian Keller I'm Hellion." Spider-Boy cocked his head "Hellion and these are the Hellions?" He asked "What are you team mascot?" He asked making Logan snicker and Julian's smile drop as Mercury and Tag laughed. "Come on kid, our turn."

Wolverine dragged Spider-Boy away from the Hellions down to an elevator that led to a lower part of the mansion. "That Julian kid won't forget that." He said as they walked into a the hallway leading to the danger room "Why?" Spider-Boy as Logan and him reached the door "Frost like to tell her squad there the gods gift to mutant kind." He said to the boy. "Are they?"

Logan shrugged "Nah but there pretty good at the squad stuff Scott and Emma make the kids do."

Spider-Boy and Logan walked into the danger room, it was a gigantic room with a flat floor and gigantic domed ceiling and walls"So got any ideas for a danger room situation?" Logan asked SB who looked back at him and smiled "Let's do whatever the Hellcats where doing can't be to hard." Logan smiled as he rolled up his sleeves "Alright, computer run the previous program." Wolverine said up to the ceiling where a mechanical voice replied "Understood, running sentinel program gamma." The room started to flow as a holographic grid appeared followed by the grid taking form of gigantic robots with purple and silver armor "Sentinels?" Spider-Boy said recognizing the infamous mutant killing robots.

"Nothing like killer robots before lunch kid." Wolverine said ripping out his Adimantium claws.

LATER

Spider-Boy walked out of the danger room gasping for air as Wolverine walked out shirt ripped and chuckling, "Deep breaths kid, deep breathes." He said as he patter Spider-Boy on the shoulder "Is it always like that?"'he asked walking over to the other side of the hallway and leaning on it before falling to the floor on his butt. Logan smiled "Most of the time bub? No I'd say we went low level." Wolverine explained as he helped him up dusting him off "Three killer robots is low level?" He asked Wolverine, who nodded "Yeah just wait till they turn into dinosaurs."

The first sentinel shot a laser out of its hand right at Logan who leapt out of the way while the on next to it shot the same laser type out of its hand at Spider-Boy who shot a web up and swung around the room as he did his spider sense flashed as the third rushed forward and tried to grab him right off the web. He shot another web out quick and zipped out of the way.

Wolverine leapt up onto one of the machines legs and started to stab away at it metal legs up towards its main body. "How do you fight these things?" Spider-Boy asked as he dodged the lasers. "There big but there slow jr., figure it out."

Spider Jr. Saw Wolverine tearing away at the first Sentinels armor as the other two focused on him. Quickly the arachnkid leapt into action spinning a web onto the first robots face blinding it then swinging around it before swinging under the second ones legs then back around through the second ones legs. He shot out under its legs and as the third started to move it got caught on Spider-Boy's web staggering. Then the second one tried to move but the same web under its legs caught it making both fall into each other and crash on the floor. Wolverine finished with his sentinel and looked over at Spider-Boys two gapping. "How was that?" Spider-Boy asked as Wolverine smirked dusting himself off "Not bad jr." suddenly the doors of the danger room opened again and this time it was six sentinels walking out "One thing to remember kid, the harder you fight the danger room." Wolverine said as the Sentiensl all held up their laser cannons in there hands "The harder it fights back."

LATER

SB gasped as he and the Canadian weapon walked out of the danger room corridor and around a corner. As they did a woman with tight jeans a leather vest with native American string like things dangling off it, as she appeared to be native American with dark black hair two braids on the side of her head "Hey Dana you need the danger room?" Wolverine asked her. Dana nodded "Yeah my squad is about to use it, what did you trash it?" she asked.

The woman finally noticed Spider-Boy next to Wolverine "Not just me, Jr. did pretty good against the Sentinels."

"Sentinels?" she said confused, "Yeah, tell Beast he may need to whoop up a few more bots for us to smash." Wolverine added as he and Spider-Boy walked off to the elevator. "Who was that?" Spider-Boy asked Logan.

"Dana Moonstar, she use to be apart of the Young X-men she retired and now she teaches." He explained to her Spider-Boy cocked his brow under his mask "That seems kinda lame." Wolverine laughed "Trust me, she's no pushover."

A silence fell between the too till the boy spoke, "Can I ask you something?" Spider-Boy questioned looking up at Wolverine "Is it about girls or puberty?" He asked hands in his torn up pockets "Uh no?" Spider-Boy said scratching his forehead "Fire away little bub." Logan replied as they entered into the same elevator that took them down bellow now up "How'd you and my dad meet?"

Logan rubbed his forehead "Oh figured you'd ask that, it's a long story kid and not a pretty one at that." Logan answered as the elevator continued to rise "But afterwards when I told Charlie and the others about them they were pretty surprised." He explained.

The boy looked up through his domino spider mask "How come?" Wolverine smirked "Don't tell your dad this, but when he first met the X-men the first team Scott, Jean Hank the originals they nearly crapped themselves they were so scared."

Spider-Boy was nearly shocked like electro "What?!" He asked as he elevator reached the mansion floor wolverine crossed his hairy arms nodding "Besides all the bull that newspaper the Bugle spat out practically everyone knew about how he took on crazy monsters and super villians, hell even I found the kid was one tough son of a..." Wolverine trailed off as they walked off and came to a two way hallway "Well you get the picture but I still can't figure out how he's got a 'kid' of his own." He finished looking down at Spider-Boy.

The arachnkid was speechless as Wolverine turned away "I'm going to find a new pair of pants see you later jr." He said leaving Spider-Boy in the hallway alone till another bell rang.

After the bell rang and the hallways filed out, with students and out one of the rooms was Max/Quill the boy Spider-Boy had talked to earlier, "Hey Spidey?" SB looked up at the boy as he approached him "What did you call me?"

"So you got a squad yet?" Quill asked him. The spider seemed puzzled "Squad?"

"Yeah both Cyclops and Ms. Frost divided us all up into squads, Corsairs, Paragons, Excelsior, etc." Quill said a study walked toward the lunch room. It looked like a green house with all its glass walls and ceiling, the multiple tables all had students already in them eating lunch. The two boys got in line, "You know I didn't expect it to be like this?" Spider-Boy said as they took some food trays and started to make there way through the line getting food along the way. "Like what?" Quill asked a bit confused "So... So normal." He replied to the mutant. Quill looked a little hurt "Cause we're mutants?" He asked with a tone as they gathered food from the lunch line. "Well no, just the fact I've hear this place gets attacked on a monthly bases I was expecting more... Like security." He said scratching the back of his head.

Quill smirked, "Dude we got the most dangerous Canadian on the planet, a guy who can take out a helicopter just by getting thrown at it by a metal Russian and a few of the most powerful telepaths in the world I think we're covered." Quill pointed out as Spider-Boy and him got there food. Quill had grabbed some chips and enchilada while Spider-Boy had a burger and fries. They headed towards the tables. He followed Quill to an empty table when all of a sudden they heard.

"HE DID WHAT?" all heads turned to a dark haired boy wearing a blue X-men shirt with khaki shorts, he was standing in front of an Asian girl with blue hair wearing a baggy jeans a strapless green top over her chest of metal gauntlets on her hands as she had them crossed "You heard me Julian, that Spider-Kid just smashed your squads Sentinel run." She said to him. The boy obviously named Julian looked fuming "He had Wolverine with him Noriko!" he said bluntly to her the. The girl most likely Noriko scoffed blowing a little air into her blue hair. "Yeah, so not even you guys can keep up with Wolverine with that many Sentinels."

Quill leaned down to Spider-Boy and whispered "You better get out of here." The two of the boys started to back up when suddenly they hit a wall. But this wall had two hands to grab them, they both looked up "Where you going runt." Spider-Boy looked up right at what could only be described a golem of pure stone, he wore a pair of long cargo shorts with a white tank top "Oh hey Santo, whats-" Quill started to say before the golem named Santo stopped him "So this is the little _error_ who broke our record." He said the term error in Spanish.

"Record?" Spider-Boy asked, "Hey Julian look who I found." The golem literally grabbed Spider-Boy by the scruff of his suit and hoisted him up for all to see like holding a puppy by its fur. "Nice going Rockslide." Julian said walking over with him, he looked at Spider-Boy who looked back at him as Rockslide/Santo lowered him to be eye level with the older teenager. "So you're the Spider-Brat who broke our danger room sentinel record?"

 **Is this what it's all this is about?**

Spider-Boy glanced down at Quill who was frozen, "Uh, I guess so." Spider-Boy said back to Julian. "Think your pretty good don't you?" Julian asked arms crossed.

 **Is this guy for real?**

"I guess so?" Spider-Boy said shrugging as Quell spoke up "Hey Julian, relax he didn't mean anything by-" Julians eyes suddenly flickered green as he looked down at Quell "Shut up porcupine." Quell out of nowhere was lifted off the ground by a set of invisible strings and thrown across the lunch room crashing into some other students.

 **Ok, that's it.**

"Now where we?" Julian asked Spider-Boy who held up his web shooter "Right here." He said shooting a web right into Julians face blocking his vision and muffling his big mouth, Julian tried to tear it off screaming through it but all it came out as muffled noise.

 **Thought he'd never shut up.**

"You done it now Spider-punk" Rockslide said throwing the boy right into the wall. Before he could get to it through Spider-Boy shot another web out and caught onto the ceiling swinging around. Till he landed on another wall safely sticking to it. "That was close." He said as Rockslide aimed his big rock like arm at Spider-Boy and it shot off like a rocket toward him. "WHOA!" Spider-Boy said dodging it and landing on the floor. Rockslide made his arm come back to him and tried to swing at Spider-Boy "I'm gonna crush you _error_ " Rockslide said using Spanish again. Spider-Boy back flipped webbing a trashcan up with a web before saying _"Buen cerebro Boulder suerte."_ He said back in Spanish before throwing the metal Trashcan right at Rockslide smashing into his face making food go everywhere.

As he did it, the girl with blue hair and metal gloves smirked picking up her tray she shouted "MUTANT FOOD FIIIIIGHT!" Suddenly food was going in every direction from hands, tentacles, levitating in the air and more. Spider-Boy and the girl named Noriko locked eyes she winked at him as his spider sense flared.

SB leapt out of the way of a metal blade slicing down into the floor. He looked to see it wasn't just a blade it was a girl with bright orange hair chrome skin, wearing a purple top and jeans. "Geez what I do to you?" he asked her. "You mess with two Hellions, you mess with all of us."

"Huh?" Spider-Boy said as Rockslide got up covered in trash with Julian floating above him with telekinetic powers tearing off the webbing with it. "I see you met Mercury and Rockslide" The metal girl was joined by the boy wearing all black in a black trench coat with brown hair known as Wither, the dark skinned African American boy with dreadlocks wearing a hoodie and shorts and a girl wearing an all black burqa known as Tag and Dust. As he said it a small dust cloud was forming around her feet. "So got anything to say to this Spider-Brat?" Julian asked him "Just one." SB said looking at Julian "Did you hurt yourself when you came up with your own name?" he asked Hellions eyes burned green.

 **Worth it.**

"Squash him!" Julian roared like his name sake as Mercury charged at him turning both her metal hands into weapons one a spike club the other an axe. He dodged the first swing of her spiked metal club arm landing on a table only for her to slice it in half with the axe after he leapt out of the way again. He webbed up two food trays and swung them right into the read headed metal girl Mercury. Her metal form collapsed but he could still hear her say "Gross."

Next came at him was Dust, the muslim mutant took her sandy form and a dust cloud engulfed Spider-Boy as he saw the girls burqa blowing in the wind like sheets hung out to dry. "Keep him there Dust." Julian said somewhere outside the sand storm. Spider-Boy looked up to the ceiling where he saw the fire sprinklers up above all with those little white caps on them. "Julian I'm not helping you, I'm just-" Dust was cut off by a web shooting out from Spider-Boys wrist through her sand at the sprinklers. "What's he doing?" Rockslide asked.

He ripped off the top releasing the water and all sprinklers going off at once during the food fight. As soon as the sand started to get rained on Dust instantly reformed under her Burqa "Sooraya whats wrong?" Mercury asked covered in cafeteria food.

"The water, if I get wet while in dust form I'll be washed away." She said ast he Hellions and all the other mutants got soaked.

 **Thank you Sandman**

Spider-Boy was holding onto the two sides of a corner as the Hellions turned there attention back on him. Julians eyes glowed green as he picked up two tables with his telekinetic abilities and flung them at him. Spider-Boy leapt off the wall dodging the first table as it smashed into the wall and ran across the second in mid air before leaping off it and driving his foot right into Julians face.

The webheads spider-sense suddenly flared as he looked up to see Tag standing over him as he felt someone touch the back of his head "Tag your it!" Spider-Boy suddenly started running through the food fight without any control of his feet. "Nice going Tag now bring him around." Rockslide yelled. "Why can't I stop running?" Spider-Boy asked as he started heading toward Rockslide and its massive fists. "Tags powers let him control people by running toward or away from him." Hellion said holding a bleeding nose.

"Are-" Spider-Boy started to say as he was running at Rockslide who drew back his fist.

"You-" he was almost there and Rockslide through his fist forward at Spider-Boy who did the most astounding thing ever he grabbed Rockslides fist wrapping both arms around the golems massive wrist and side stepping "-SERIOUS!?" yelled throwing Rockslide over his shoulder using the golems momentum against him sending Golem over his small shoulders and smashing him into the cafeteria floor shaking the whole place and breaking the floor.

All the Hellions Julian himself froze jaws drop eyes wide open "Did he just-" Wither started to "That's your superpower?" Spider-Boy asked Tag looking at him. The dread locked boy seemed a bit surprised "What's wrong with it?" he asked Spider-Boy who was standing on top of Rockslide.

"That's got to be one of the dumbest powers ever." Spider-Boy said arms out wide "Sure you can control people but only make them run away or toward stuff… how has that ever been useful?" he asked Tag and the other Hellions.

Each of the mutant students scratched there heads "Well I…" Tag started to say "Worked on you." Julian pointed out. Spider-Boy looked down at the groaning Rockslide "Really?" he asked sarcastically back at Julian who seemed rather sheepish.

From afar however, inside the bushes one of the strange robots zoomed in on Spider-Boy interested in the boy.

Suddenly through all the food fighting someone through the entire tray of enchiladas into the air and it was blasted out of the air by a red beam, it exploded spraying everyone in looked to the entrance to see Cyclops, and Emma Frost standing in the doorway "You all have to the count of three to tell me who started it?"

LATER

 **Turns out Cyclops never had to count to more then one second because ever single mutant student pointed at me, and also Julian and Noriko too apparently.**

All three of us were standing in front of Cyclops desk with Emma behind him the office was big, really big with full blue carpet that had a big X in the middle. Behind the two principles was a gigantic window that had two long drapes on each side. The walls had book shelves filled with books of course but also some pictures and photos that weren't hanging on the wall. "So?" Cyclops asked leaning on the desk hands over on another his elbows propped up "Who started it?"

Instantly both Noriko and Julian pointed at one another without a second thought. While Spider-Boy pointed at both of them. Both whom glared at Spider-Boy for his pointing.

 **Oops**

Scott knitted his brow under his red sunglasses and sat back in his chair, "Since Danas not here Noriko we-"

Suddenly out of nowhere an alarm started to blare. A screen flipped up on Cyclops's desk showing a man made entirely of ice "Bobby what is it?" Cyclops asked "We got a big one here Cyclops mutant sanctuary in China is under attack by Purifiers." Cyclops looked at the screen showing Iceman "Alright we're on our way." He said standing up "We'll deal with you three later, Emma signal everyone to suit up." Scott said to everyone in the room.

Both Emma and Scott ran to the doors, leaving three alone. "Don't think this is over." Julian said walking out, Noriko and Spider-Boy soon followed. "Ugh, I bet when they get the White Bitch will give him extra credit." Noriko said while Spider-Boy looked out the window to see the basketball court literally open and the X-jet rise out of it before soaring off into the distance. "What do you mean?" he asked her as they headed down a fight of stairs. "Julians Frosts golden boy, lets him do whatever he wants, you know she use to be a super villain right." Noriko explained to him.

"Really?" he asked,

She nodded her blue haired head "Yeah and what she wears now, is nothing compared to her old outfit, trust me." She said winking as the sexual induendo went right over Spider-Boys head.

"You know you never answered my question?" Noriko said to him down the stairs. "Huh?" Noriko heard Spider-Boy ask her. "When you first got here, I asked you if you were a mutant?"

Spider-Boy was silent for a few seconds "Beats me."

The x-girl cocked a brow at her "What?" she asked "I don't know." he replied "I mean yeah I was crawling on walls before I could walk, but I just don't know?" he added hands behind his head. ""

"So do they run off, often?" Spider-Boy asked Noriko "The X-men?" she asked, Noriko nodded "But not as much as you think."

The two of them started to head down an empty hall seeing Julian take the opposite route "Aren't you worried about something happening while there gone?" he asked, "What idiot would be stupid enough to attack a school filled with super powered teenagers and a staff of former X-men?" Noriko asked as

BOOM

The wall suddenly exploded sending both Noriko and Spider-Boy to the ground rubble bouncing off them as they heard a voice "Some would call it stupidity, I think it's more of a lack of vision." Both Noriko and Spider-Boy looked p to see a man with night black hair, and red eyes with black lines around them and a diamond shape mark on his white skinned forehead. He wore a dark black suit with ar ed diamond in the center of his chest with a strange cape made up of dozens of strands of cloth that some how all flowed together He was glaring down at the two most sinisterly.

NEW YORK CITY

Spider-Man was swinging through the concrete jungle of the NYC with ease, as he swung his phone started to ring "Hey MJ." He said answering it after checking the caller ID. "Hey Tiger, you heard anything from Adrian yet?" Mary Jane asked on the other end of the line. "Nah, I'm picking him up in a few hours."

"You sure it was a good idea to leave him at the X-Mens for the whole day?" his wife asked him, "Yeah, I thought it be good for him to hang out with some kids his own age that have super powers." Peter said through his webbing around New York.

Mary Jane replied with "Speaking of kids his own age, we should look into getting him enrolled somewhere, adoption papers and have you told Aunt May yet?" Spider-Man nearly swung right into a building before landing on top of a building "Ugh no, I'm trying to come up with the right story, what do you think she'd say if I told her I have a son whose already ten years old."

He heard a sigh on the other end "I see your point, well tell me when you pick him up, you think he's okay?"

"Of course he is, the school is practically a fortress after all the years it's been attacked, what idiot in the right mind would attack it."

XAIVER INSTITUTE

"Mr. Sinister?" Spider-Boy said as he leapt out of the way of a laser beam, "Who the heck is Mr. Sinister?" Spider-Boy asked as the invader of the school had a small army of dark red and black robots all about seven feet tall with long mechanical clawed arms and feet that were red while the body was black without heads but laser turrets instead charged in through the hole. "That guy is!" Noriko said as she shot electrical blasts at the robots while Mr. Sinister watched is robots stat to push the mutant and spider back.

The super villain watched them. Spider-Boy webbed up two robots and smashed them into each other as he leapt off the wall and kicked on in the chest crushing the metal "Interesting, it seems I should have brought more robots?" Mr. Sinister said as the entire schools started to shake "Oh wait, I did."

Across the school walls, ceilings and the entrance to the school shattered open with Sinister bots rushing into the school lasers firing as they started to snatch the students.

Back in the hallway with Spider-Boy Noriko and Mr. Sinister, "Oh crap." Noriko said as she saw more robots come through the gapping hole that Sinister had made. "Any ideas?" Noriko asked Spider-Boy. But instead of him answering they both heard a loud wolfs howl as a werewolf like woman leapt over the two kids and started to tear apart the robots. "Who the-?" Spider-Boy started to hear when all of a sudden an sound of bullets flew past both kids heads right into the machines. Both of them looked back to see Dani Moonstar standing their holding two machine guns. "Noriko, take Spider-Boy and get to the panic rooms, Ms. Sinclar and I will handle this."

"That's a teacher?" Spider-Boy asked Noriko, "Oh come on that's not the weirdest thing you've seen here." Noriko said back to him, before she looked at Dani "But we can help you!" Noriko snapped at her "No buts, Noriko; move it!" Moonstar said as she fired into the robots.

Noriko gritted her teeth "Come on webs we gotta move." She said running away from the machines with Spider-Boy not far behind him.

Back with Moonstar and Sinclar the two woman looked down the army of robots "God I missed this, don't you Mirage?" Sinclair growled through her teeth "Barley Wolfsbane." Dani said holding up her machine guns "Well well well, if it isn't the young X-Men all grown up." Mr. Sinister said walking through the robots "I believe it's been a while."

"When Scott finds out you attacked the school, I bet he won't hold Wolverine back." Moonstar said to Sinister who smiled "I'm sure we have plenty of time before they realize the goose chase I sent them on." He laughed.

Mr. Sinister held up both his hands and they started to glow with pure red energy "In the mean time, let see how much you two have grown up."

Elsewhere in the building, both Noriko and Spider-Man were peeking around a corner. On the other side were about five Sinister Bots all dragging the mutant students out of their rooms and putting metal collars on their necks. "Whats with the collars?" Spider-Boy asked "Mutant power dampners, they cut off our mutations, make us human." Noriko said as she spoke one of the machines looked their way.

Both hid behind the corner again, "They saw us." Noriko said, "We can't go back the way we came." Spider-Boy pointed out as they had just came from Sinister and the two teachers.

"Open to ideas?" Noriko said as Spider-Boy looked up at the ceiling to see a vent bolted in.

As the robots came around the corner, they saw nothing but a busted veiling vent cover on the floor. "This has got to be the dumbest idea ever." Noriko said as she crawled behind Spider-boy. "Would you prefer to stay and fight the killer robots?" he asked as they climbed over another vent cover where they could see the robots dragging away the students. "No and scratch killer, it looks like their taking everyone somewhere?" Noriko asked.

Spider-Boy crawled back around and looked down to see them dragging both Moonstar and Wolfsbane away. "Crap." Noriko said "Well what now?" Spider-Boy asked looking at her. "Give me a sec." Noriko reached into her baggy pants an the teenage girl pulled out a cellphone. "Who are you calling?" web head asked.

"A pizza, who else if I can reach the X-men then…." The phone started to ring when suddenly Spider-Boys spider sense flared "LOOK OUT!" out of nowhere one of the sinister robots broke through the vent and grabbed Noriko. She screamed as she was dragged down into the hallway. She smashed her metal gauntlet into the robots head "Time you metal heads find out why they call me SURGE!" she screamed as her eyes glowed with electrical currents and lighting exploded from her gauntlets into the drones. "Well looks like we are going to have to fight them." Surge said as she looked up to see, about twenty of the sinister bots. Not only that but the one she had just destroyed was starting to put itself back together "Oh fuck me." She said "I thought language like that wasn't allowed in schools?" Noriko looked back to see Mr. Sinister behind her. "You see these machines are all connected to my mind, as long as I'm conscious or not fully devoted to something else then they will keep rebuilding and coming after you." Sinister said "And I've gotten really good at multi tasking." Sinsiter said as the machines started to move against Noriko.

"Now get the non mutant." Sinister said to his machines who started to extend their mechanical arms into the ceiling tearing through the vents. Spider-Boy started to chaotically dodge the arms with his spider-sense crawling into the vent away from Sinsiter and Noriko who was being overwhelmed as she tried to fight off the machines. Mr. Sinister ignored her and watched the arms try and go after Spider-Boy. "Hmmm… interesting." He said as he saw the robots start to enter the vents after the arachnakid.

Later, as Spider-Boy had lost the machines he was breathing hard inside one of the air ducts.

 **Crap, what do I do, what do I do? All the X-men are gone, Noriko dropped her cell when the robots attacked. Crap, I left my own cellphone in my bag back in Cyclops's… office.**

Spider-Boy sat up having the idea come to him. He started to crawl through the vents looking down through other vent covers to see the robots going door to door in the mansion rounding up the students. Eventually Spider-Boy crawled out of a small vent cover on the wall into Cyclops's head masters office where he saw his back pack sitting in the corner. He dropped down and ran over to it, quickly he tore it out of the bag "Come, on come on." He said as he looked for it before finding it.

 **Wait I don't even know Cyclops's number… wait a minute.**

Spider-Boy quickly dialed a number in and it started to ring "Hey, Adrian, was wondering when you'd call?" the voice of Spider-Man called out to him from the phone. "Not good, the whole X-school is under attack, and the X-men are on some sort of wild goose chase across the world." He barked into the phone as Spider-Man was silent for half a second "Ok, so a rough day and…WHAT?!" Spider-Man snapped back.

"Yeah, anyways don't you like have Wolverines phone number?" he asked his dad "Yeah, hold on I'm on my-"

Spider-Boy felt his spider-sense surge once more as he leapt up onto the ceiling dropping the phone and dodging a mechanical metal arm that had tried to smash him and ended up smashing the cellphone.

 **Awwee man it was brand new?**

He looked up to see two of the sinister droids and shot a web at one blinding it. Next he swung off the ceiling right into the other one bouncing off it. Back to Scotts desk, the first one tore off the webbing and charged Spider-boy trying to grab him. Spider-Boy leapt back off the desk behind in. Grabbing it he hurled the whole desk right at the robot smashing it to pieces.

 **Man these things are brittle, but doesn't matter it's already starting to rebuild.**

As he spoke the machine was doing just that. The second one was starting to recover too and moving fast. Spider-Boy webbed up one of the book shelves and yanked it down right ontop of the machine.

 **Ok think… if Mr. Sissy sister or whatever his name is, is using telepathy to keep these things alive, then the only way to stop them… is to stop him. But if I can just stall him long enough the X-men, my dad or anyone could come get us, but how long will that take. By the time they get here we could all be gone or worse….**

Reaching up to his brown hair he ruffled it "Dang it…. Guess I'll just wing it"

Down below in the entrance to the Mansion, Mr. Sinister walked down the grand hall of the schools entrance and watched as his machines started to take the students one by one, the teachers who had remained at the school were piled up in a corner all restrained and unconcious. Suddenly Surge tried to break away from one of the machines and run, she was halfway to the hall for her escape when she was blasted in the back by Mr. Sinister. The new Mutants looked in horror as Prodigy shouted "NORIKO!" Sinister walked up to her, "Class Rebel it appears." He said as he walked over to her lying on the floor "Guess we should purify the gene pool." He snickered as all of a sudden someone kicked him in the back of his head. "Who dares?!" Sinister barked feeling the back of his head. All the students looked up to see Spider-Boy. "Who in hells name are you boy?" Sinister growled as Spider-Boy smirked "The Incredible Hulk who else?" He leapt at Sinister who two of his robots appeared to protect him. Spider-Boy brought back his right fist and punched down on the first bot so hard it's frame shattered before it crashed through the floor boards and the same with the second when he kicked it right through the nearest wall. Spider-Boy landed in front of Sinister.

"Impressive boy, I take it you are the offspring of that annoying yammering insect of New York." Adrian got ready a he said "Am I that obvious." He kicked off the floor springing toward Sinister who shot an energy beam through his gloved cost at Spider-Boy. The kid dodged spinning over the beam shooting a web he swung around the room bouncing off he the droids of the sinister robots making them explode.

Sinister pressed one hand to his forehead "I see your trying some last ditch effort to thwart my plans, a noble attempt?" Spider-Boy heard as he swung on the chandelier over Sinister webbing up one of the mutant mad mans robots and flinging it toward him Sinister "Nothing escapes you diamond head?" Sinister blasted it.

"Pathetic, I could easily render you a vegetable with a single telepathic attack." Sinister said as Spider-Boy tried to run up to him and leap into the air for a kick but Sinister dodged grabbing the kids leg and throwing him toward the wall. Spider-Boy landed with ease "No what's pathetic is the fact that your so afraid of the X-Men that you go after the kid versions, I mean they aren't even real X-men yet." He said as Sinister shot another beam at him and the boy quickly dodged. "It's called strategy child, to get the cubs to tame the wolves must be out of their cave." He said as SB continued to dodge his energy blasts. "You think that will stop them, once they realized you came into their house, messed up the place and kidnapped their kids?" He blasted the wall that Spider-Boy was aiming form making the kid get blown right to Sinister feet.

Spider-Boy looked up to see Sinister towering over him he shot his hand up and a web spewed out and Mr. Sinister dodged "Missed."

The archankid smirked "Wasn't aiming at you." Spider-Boy replied pulling his web. Sinister looked up to see the x-men's chandler heading right for him. All the while Spider-Boy had been swinging around it he had been loosening the holdings. Now it was falling right towards Sinister. The chandelier crashed down onto Sinister breaking through the floor. The mutant students all looked speechless at the Spider-Boy one by one the sinister robots started to collapse and go dead from Sinister no longer being in action; suddenly some one started cheering "NOW THATS WHAT I'M TALKING ABOUT!" All heads turned to Julian who had a bloodied forehead shouted, probably from fighting the robots and failed.

Spider-Boy started to get up holding his bleeding arm "Way to go bug- I mean Spider-Boy." Julian said running up to him, "Yeah you kicked his ass." Noriko said as the students started to get up when suddenly. Spider-Boys spider sense flared "Wait stop!" he yelled right as Mr. Sinister's right hand broke out of the wooden floor and grabbed Spider-Boys foot.

Spider-Boy looked back at X-men students before he was dragged right down through the floor and thrown through another all the way into the lower levels of the Institue. The same levels he and Wolverine had been in earlier, "DO YOU HAVE ANY IDEA HOW LONG THIS TOOK TO PLAN!" Mr. Sinister shouted at Spider-Boy the chandelier had ruined his outfit and the man himself his skin was covered in glass shards and blood seeped down from his cuts. "It took me months of planning just to build that many robots, even more to come up with a way to get the X-men out of here!" Mr. Sinister roared as Spider-Boy groaned on the metal floor of the metal hallways.

"Y-yeah… that must sting." He wheezed as Sinister shot a laser beam out of his hand right at Spider-Boy whose spider-sense let him dodge. Even so he barely had time to dodge out of the way of the other beams of red energy Sinister shot at him. "All my planning, all my time and effort will not be thwarted by a mere child." He barked at the child in question was able to get out of the way of another energy blast but it must have it a fuse. Because the wall exploded sending Spider-Boy down the hall like a rag doll. "Man you love that word don't you thwart?" Spider-Boy said dizzy from the blows.

 **Ears are ringing, can't think straight… can't dodge**

Mr. Sinister's hands glowed blood red like his eyes as he shot another blast of energy at Spider-Boy who it hit right in the chest sending him all the way into the door at the end of the hall "I lowered the power of that last blast, because I'm going to take my time ripping you apart insect." Spider-Boy noticed the door he was next to and looked back at Sinsister. He held up his right wrist and tried to shoot a web out but only air came out of both ones.

 **Out of webbing, used the last of it on the machines and upstairs and dodge ball…. Why'd I have to show off?**

"I will tear you limbs off one by one like any man would with a bug." Spider-Boy pressed himself up against the door propping up his legs.

 **Have to time it just right….**

Mr. Sinister was only eight feet away, "Man you sure love to talk." Spider-Boy stammered out, he had a swollen cut lip and bruise under his right eye, Sinister's eyes seemed to get even more red, only three feet away, "Insolent child!" Sinister roared drawing back his fist ready to beat the child to death. As fast as he could Spider-Boy reached for the door controls and hit the open button as he got around Sinister and kicked him inside before smashing his fist on the doors controls shutting it tight and breaking the controls in the process.

Sinister shot up now in a pitch black room he growled "A useless trick, when I get-" "Danger room simulation activated." A machine voice said as the room filled with light and Sinsiter saw he was standing directly inside the X-Mens danger room, and towering over Mr. Sinsiter where three Sentinels.

"Maybe that'll shut you up." Spider-Boy said as he heard Mr. Sinister yell on the inside as the simulations began.

LATER

Back upstairs, the X-Men and also Spider-Man burst into the Mansion, Cyclops was leading the charge with Wolverine, Emma Frost, Kitty Pryde, Colossus, an Ice-Man next to him and Spider-Man leaping overhead "Alright people, lets do-" the came into the main hall where they saw the students all standing around the stair case and sitting on it on a pile of the robots was Spider-Boy at the bottom of which was an unconscious battered and beaten Mr. Sinister, "-this?" Cyclops said seeing the arachnlad sitting their. Wolverine started to speak "What the hell-" "HAPPENED TO YOU?" Spider-Man said running up to see Spider-Boy was sporting a black eye under his torn mask, a few cuts and bruises on his arms and legs. All that had come from Mr. Sinister.

Spider-Boy slid off the pile of robots, "Nothing, just a rough day." He said back referring to when he first called his dad.

"How did you?" Kitty Pryde started to ask "Locked him into the danger room, he didn't even make it past 15" he replied looking down at the unconscious Mr. Sinister.

"You mean you…. Beat Mr. Sinister…. By yourself?" Emma Frost said as Spider-Boy glanced back down at him then up at her "Uh yeah?"

Spider-Boy turned his attention to Spider-Man, "So can we go home now?" he asked him. Spider-Boy face palmed "Yeah, let's go." He said as they started to leave the mansion. When the were out of ear shot Spider-Boy whispered "Please don't tell M. J. about this?" he asked his son.

"As long as she doesn't ask." Spider-Boy replied "Oh god, if this is what happens at a super school I'm worried about what happens when we send you to public." The wall crawler quarried as they headed to the exit.

Adrian shrugged as he put both hands behind his head "I can always just stay home." Spider-Man shook his head "Just cause you beat your first suepervillain doesn't mean you can do whatever you want, now come on."

 _ **AGAIN SORRY FOR THE LATE UPDATE BEEN BUSY OF LATE**_

 _ **OK SO WHAT DO YOU GUYS WANT TO SEE NEXT**_

 _ **-FANTASTIC FOUR**_

 _ **-NEW WARRIORS**_

 _ **-OR JUST A SOLO ADVENTURE**_


	5. Chapter 5: Spider-Boy & Fantastic 4

SPIDER-BOY & FANTASTIC FOUR

NYC

"But these are your friends?" Spider-Boy said swinging next to Spider-Man as they swung across New York; "Yeah, soes Wolverine." Spider senior said to junior over the concrete jungle. "Yeah we're taking a break from me letting you go alone after what happened at the X-Mansion." Spider-Man replied as they swung around w skyscraper "I was fine, Mr. Sinister was after the X-Men not me." Spider-Boy said recounting recent events.

They landed on top of a tall building in the middle of Manhattan; "And you thought it was a good idea to try and fight him alone." Spider-Man asked his son looking down at him. Adrian crossed his arms up at the wall crawler "You fight guys more powerful than you all the time?" He asked the older man calling the kettle black. Spider-Man groaned, "Just try not to do anything too crazy." Spider-Man said holding his forehead.

"I promise." Spider-Boy replied, "So can we go now?" He asked.

Spider-Man smirked "Go where we're here." He said gesturing to the buildings roof. The two spiders where standing on a top of a giant landing pad with a big blue 4 on it with a white background with a blue ring. "ARE YOU KIDDING ME, YOUR A PARENT!" The two looked up to see a flying man totally ablaze with flames. The flaming man landed on the top of the building wearing a full blue suit with black gloves and boots and a four on his chest. He had blonde hair spiked up in front with blue eyes and light skin "Geez Pete, talk about a surprise." The man said, "You're telling me Johnny." Spider-Man said as they walked into the Baxter Building

The entered into an elevator where Adrian asked, "Wait, the Human Torch knows your secret identity." Spider-Boy asked his dad "Yeah, me and Spider-Senior go way back." Johnny answered for Spidey. "As I recall you came here to join didn't you?" Johnny asked Spider-Man smugly who glared at him. Peter removed his mask "Yeah and how many of your nephews shirts have my face on them?" He asked back.

"Speaking of kids, Franklin is really excited to meet you..." Johnny trailed off

If Peter thinks it's okay to share his identity I guess I can do mine

"Oh, Adrian." Spider-Boy said peeling off his domino spider mask, showing his green eyes. As the elevator opened Adrian's jaw dropped as they entered into what looked like a presidential sweet combined with a mansion version of a pent house. "This is yours guys house?" Adrian asked as he walked in to the Baxter building. "This is just the 31st floor, the four others ones up above our also ours the rest of the residents below live separately from the team." Johnny explained as they walked through the hallways he gestured to his left where their was a large kitchen area extending to a living quarters. With a bunch of chairs a flat screen and glass windows on the far end. "Over their we have the living quarters, kitchen, living room, dinning area." He said as he turned back and pointed to the down a perpendicular hallway with a few doors "Over their are our apartments, mine, rock heads, Reed and Sue's is on the far end?" Johnny explained "Speaking of which, Reed and Sue should be back from the whole super scientist stuff they had to do?"

As he said that the whole top of the building started to churn. "Earthquake?" Adrian asked "No, just the fantastic car coming back, the vibration reducers are acting up; Reed said he'd fix it soon." Johnny said as they headed up a flight of stairs to the top of the building inside to a large hanger. Their were dozens of air crafts from helicopters, to a rocket ship. The giant four on the top of the building was opening up and a large white vehicle with a big 4 painted on the top. Inside it where two a few people, one was a man wearing a full blue suit nearly identical to Johnny's with the 4 on it and the same with a woman. The man had brown hair with grey streaks in his side burns, and the woman had long blonde hair. Behind them could only be decribed as a giant orange golem wearing set of jeans and a New York Yankees jersey with big nikes on.

"Hey guys, meet Spidey-jr." Johnny said gesturing to Adrian who had his mask off next to Peter. "Well sweet aunt Petunia, I'll be damned he's a parent?" the golem said.

Why does everyone have such a hard time believing this?

"Adrian, this is Dr. Reed and Sue Richards, and the big guy wearing the Bankies shirt is Ben Grimm, guys this is my son Adrian" Peter said gesturing to them all one by one, till he put his hand on Adrian's head ruffling his hair "Hi." Adrian said "Pleasure to meet you Adrian." Reed said.

Sue smiled at him "That's lovely name." Sue said back "Kinda stupid to me?" someone said behind the Thing.

Poking his head out wearing a blue t-shirt that had a 4 ½, and a pair of kahki shorts and shoes on it was a kid a little younger than Adrian with blonde hair, but looked a bit like Reed only about thirty years younger. "Franklin!" Sue snapped at the boy who had called Adrians name stupid. "Apologies right now." Sue ordered "Fine, I'm sorry." Franklin replied.

"Better, how about you show Adrian your room son why we catch up with Peter." Reed said to the boys. Franklin rolled his eyes and sighed "Alright, come on."

 **What's his problem?**

Later, Adrian and Franklin where inside Franklins room. It was pretty big, the walls of which were completely covered in superhero posters of all kinds. X-men, Avengers, Hulk even. The floor itself was littered with toys of about a dozen of the same super hero groups. Adrian even picked an action figure of Spider-Man. The bed was a childs size with a spider-man theme to it and had a white frame around it most of the furniture in the room was some white metal of advanced tech. "Cool room." Adrian said looking around it. Franklin was going through a large trunk filled with toys when he looked back to see Adrian holding his Spider-Man Action figure. "I guess." He said getting up and snatching the toy away.

"So, your dads Mr. Fantastic?" Adrian asked.

Franklin replied with "Yep."

"And your moms the Invisible Woman?" spidey jr. asked.

"Yes." Franklins groaned, "And my Uncles the Human Torch, and the Thing is my godfather." Franklin added summarizing Adrian's next few questions

"He is?" Adrian asked, "No, I actually don't even know what that means?" Franklin said shutting the toy drunk having locked all of them away. Adrian seemed a bit taken back at Franklins rudeness, "Uh so… You play smashbros?" Adrian asked looking over at a gamecube. Franklin looked back actually smiling "Yeah, you too?" he asked.

Adrian nodded "Captain Falcon all the way." He said seeing they had some common ground "Please, Donkey Kong is way cooler." Franklin spat back "Only one way to find out?" Adrian said as he shot his web shooter at a black controller hooked up to the gamecube.

In another part o the Baxter building, the Fantastic Four senior members where all talking at Spider-Senior. They where in the kitchen all sitting around the kitchen table. "So Mary Jane is okay with this?" Johnny asked him. Peter nodded "She's actually taken it pretty well all things considered." Peter said leaning on the table. "Interesting, so is he enrolled in school yet?" Sue asked him. Peter shrugged "We're still getting that figured out." The room got quiet suddenly as Johnny, Reed, and Sue all sitting in a chair looking at Spider-Man and Ben standing behind them "Alright spill?" Johnny asked, and Peter gave him a confused funny look.

"About the kid, your 'son'?" Johnny said holding his hands up making quotes. "What are you getting at?" Peter asked Johnny. "Relax Peter, we're just curious and a bit concerned that's all, when you told us he just showed up about a month ago." Sue said to the wall crawler who shot her a glare that could kill "Adrian is-my-son."

That's when Ben spoke "Look webs, we're happy for you honestly we are, but we're concerned that's all, I mean I'm no parent but your dressing him up and fighting crime?" Ben explained to him. "Adrian can handle himself, he saved the entire Xavier Institute from Mr. Sinister and an army of robots?" Spider-Man shot back. Reed knitted his eyebrows "But what if he hadn't Peter?" Reed asked. "We know he's older than Franklin, but Reed an I still agree that he can't join the Fantastic Four until he's 18."

"Your son has reality bending superpowers?" Peter pointed out, "That's not the point Peter?" Sue said. "You're a parent now Peter, and that means your responsible for someone else." Reed added backing up his wife.

Peter looked shocked "Your talking to me about responsibility?" Adrian asked standing up- suddenly a phone ran so loud it fell off the hook. "I got it." Ben said walking over to it while Peter and the rest of the team still look heated "Y'ello?... huh…. Stretch it's for you?" Ben said as Reed used his stretching powers to move his head and hand over to the phone. "Oh… I see?" Reed said hearing it. "That was Nick Fury, giant arachnid aliens from another dimension are invading the Shield Hellicarrier and… you guys get the picture." Reed said "Can't Shield Handle it?"

"Would Fury call us if he couldn't?" Reed asked them.

"Touche." Johnny said making a small flaming sword "Anything to get us out of this conversation, I'll get Adrian and we can go?" Peter said putting on his spider mask. "What are you insane?" Sue asked him.

Peter slipped his mask on "Does anyone ever say yes to that, and it's giant arachnoids and if you haven't noticed?" Peter pointed to his chest showing a spider. "I think he and I are experts?"

"You are, he's not." Reed said "Plus this is Fury calling us for help, you really think it's safe for a ten year old?" Mr. Fantastic asked.

Spider-Man groaned "Alright, you made your point."

Back in Franklins room the boys where playing Super Smash Bros on a big TV when the screen shifted, showing the grown ups "Boys, S. H. I. E. L. D. has an emergency so we're heading over to the Hellicarrier be back by dinner." Reed said, to them. Adrian shot up pulling out his spider-domino mask "Hold up, I'll be there right-" "Just us Adrian." Peter said taking center screen. Adrian was halfway out the door when he looked back "What?" Adrian asked him. "Why?" Spider-Boy asked putting his mask down. "Just sit tight and hang out with Franklin sport." Spider-Man said underneath his mask. "This isn't about what happened at the X-mansion I-" "Gotta go." Peter said shutting off the screen.

"WHAT?" Adrian yelled.

 **He just left me, went on an Adventure on his own, I thought we're Spider-Man and Spider-Boy? The Amazing Father Son Duo? What gives?**

Adrian looked out the window to see the fantastic car flying off without him. "He just left me?" Adrian said as Franklin put his controller down "Yeah, only the grown ups do that stuff." Franklin pointed out. "But, we always go fight crime together?" Adrian said looking down at his mask disappointed. "But that's dangerous?" Franklin said, "So what if it is?" Adrian said sitting down on Franklins bed.

 **Thought someone who had superheroes for parents would know that by now?**

"We do this stuff all the time." Adrian said looking at Franklin. "It's not like we can go after them?" Franklin said sitting legs crossed, "Dad always locks the garage before they leave." Franklin added, "What do you know how to drive the fantastic car?" Adrian asked. "Know, but I know how to break the lock." Franklin smiled, "You do!?" Adrian asked him.

Franklin nodded but looked like he had said something he shouldn't have "I got an idea." Adrian said smiling. "Let's take the Fantasticar out… wait no they took it didn't they?" Adrian said remembering as he saw them fly off without them "That one was just the latest model, there are till about six others?" Franklin said making Adrians face light up

"What, we'll get in sooooo much trouble if we do!" Franklin practically shouted getting up "No we won't, we fly it around the city, stop a few bad guys and be back by dinner just like the rents." Adrian counter shouted holding a thumbs up. "We can't Mom and Dad will kill me." Franklin said putting his hands on his head pulling his hair. "Oh come on, it'll be fun." Adrian said opening Franklins bedroom door "We'll get in timeout,." Franklin begged him.

 **Are you for real?**

Adrian slapped his forehead at the kids stubbornness "So what, my Dad just left behind and went on adventure without me, same as you let's show them we can take care of ourselves, we won't be fighting Galactus or anything, just catch a few purse snatchers and be on our way, deal?" Franklin thought on it for a second, "Do you know how to drive?" Franklin asked him, "You should see me at the arcade." Adrian smiled putting on his mask and smiling like his dad when he had an idea.

The two boys headed toward the garage door that was shut tightly. "Alright, do your thing" Adrian said under his mask now under the guise of Spider-Boy. Frankling walked up to the lock which was a green key pad that had a lock symbol on it and a key pad. He pressed the first button and started "Ok, al I have to do is, figure out dads quadruple encryption before it recycles in three seconds and- done."

"I didn't understand a word of that, but nice." Spider-Boy said as the hanger doors opened and the looked at all the rocket ships and high tech flying devices "Alright, which one should we take?"

Adrian walked in with Franklin behind him, "Are you sure about this?" Franklin asked, "Yeah… like 79%." Spider-Boy said looking at all the older Fantasticars. "Oh let's take that?" Adrian said seeing one at the end. It was an oval one, that had a flat bottom wit ha 4 right on the front of it and four seats. "What, no, that's my dads favorite one." Franklin said seeing the one he was pointing at. "It's not just his favorite, it's the first one, the first he ever built." Franklin pointed out as they walked up to the very first Fantasticar. "So we'll be extra careful." Spider-Boy said using his spider powers to leap across the room and land right into the flying car. "Maybe we should go back, we can play Super Smash Bros, I'll let you choose the level this time." Spider-Boy shook his head as he felt the controls.

"Would you stop being such a scardy cat and get in." Spider-Boy said pressing a button on it making the dashboard screen come to life "I aint afraid of nuthn." Franklin grumbled as he ran up to the car and hopped in. "That's more like it, now lets go." Spider-Boy pressed a button on the Fantsticar that said door controls. The door on the ceiling opened up and he pressed the ignition key before they flew out.

Far off in another part of the world, a satellite camera that was watching the building saw the second fantasticar fly away. It transmitted the images to a castle in Europe that went into a satellite dish. The dish had cables that went all the way down into the castles dungeon where a large monitor stood showing the transmission. Sitting in the dungeon on a throne was a man in full metal armor holding a wine glass "Hmmm how interesting…. Gladis, cancel my meeting with the Russian Ambassador, instead I will be going to New York City."

LATER

"WOOOWHOOOOOO!" Adrian yelled as he and Franklin flew over New York City inside one of the older Fantasticar first model. Each boy was in the front of the older Fantasticar. "I told you this would be fun." Spider-Boy said as they soared over the clouds.

Franklin was double buckled in the front seat holding on tight actually smiling "Y-yeah it is." Adrian was standing up in his seat holding onto to the controls. "I mean we did crash into that billboard?" Adrian said reaching down underneath the seat where he pulled out a piece of wood tossing it in the back. "You crashed not me." Franklin said quickly "Well you broke into lock on the garage."

"Only cause you made me!" Franklin yelled over the winds "Did not." Spider-Boy yelled at him, "Did too." Franklin barked back "Did NOT!" Spider-Boy shouted spinning the Fantasticar making Franklin scream as they flew. They flew over some of the buildings, where they could see the Shield Hellicarrier off in the distance, "That's where the rest of my Family is." Franklin said, "Mine too." Spider-Boy said looking at the carrier "Can't believe my Dad still left me behind, lets show them whose wrong." Spider-Boy said as he heard a police siren down beneath them.

"Are you sure about this?" Franklin asked as they soared over the cop cars behind a speeding dark green car, in the passenger side window he could see a man in a black ski mask shooting back at the cops with a gun. "Totally, now fire rocket one." Spider-Boy yelled. But nothing happened, he looked at Franklin who was shrugging "What rockets, this one doesn't have any weapons."

 **What kind of flying car doesn't have rockets.**

Spider-Boy kept flying over the green car, he looked down below and than back at Franklin "I got an idea, take the wheel." He ordered as he crawled onto the sides of the Fantasticar "But I'm not old enough to drive." Franklin screamed as Spider-Boy climbed onto the bottom of the Fantasticar. He shot two lines of webbing at the speeding car it hit the bumper. The Gunmen saw the two webs stick to the back of his car and looked up to see Spider-Boy who stuck his tongue out at him before swinging back up onto the top of the Fantasticar. "Pull up."

Franklin instantly pulled back on the controls and the speeding car instantly went with them like a fish attached to a hook. "Now what?" Franklin asked, Spider-Boy looked down below to see them still flying with the cops right behind them. "I guess stop?" he said looking at a bright red button that read stop on the dashboard. Franklin pressed it and the Fantasticar came to an instant halt in the air while the get away car went flying minus the bumper still attached to the Fantasticar via Spider-Boys webs. It crashed right onto the pavement before coming to a halt with the cop cars surrounding it. "See nothing we can't handle." Spider-Boy said as Franklin and him looked over the side of the fantasticar. "Come on, let's go find some more."

Meanwhile down below the cops were arresting the car jackers and saw the two boys fly off "Did we just get upstaged by kids?" one of the cops asked. "Welcome to New York rookie." Another said taking the crooks away.

Later, both Spider-Boy and Franklin flew around a the city doing other odd superhero jobs Stoping purse snatchers, helping get kids cat out a tree, and out of a burning building till eventually the two were parked on top of a building inside the Fantasticar.

"Well I'm bored." Spider-Boy said, "We could go back home and play super smash bros?" Franklin suggested "As awesome as that sounds Franko, don't you want prove our parents wrong?"

Franklin shook his still helmeted head "My dads like super smart, so is my mom, I don't think we can." Spider-Boy shook his head "Haven't you ever wanted to go out on an adventure with them?" he asked as Franklin shrugged "No not really, I mean it's there job." Franklin pointed out "Arrrrg you don't understand." Adrian said under his mask as he leaned back in his seat arms crossed "I want to do this stuff, I want to wear the mask, but if everyone starts thinking I'm to young than I'll never get to."

"But their all grown up, I'm eight and your nine-" Franklin said before Spider-Boy said "Ten, and that's not the point, I thought maybe we'd run into some big name badies or at least a C list super villain but so far its just purse snatchers and cats in trees, you'd understand if you had superpowers." Adrian said Making Franklin squirm a bit

 **I can't say I blame Franklin, I mean he's grown up with Superpowered family members must stink not having any powers.**

While the two sat there a large cloud blotted out the sun, "Who turned out the lights?" Spider-Boy asked as they looked up at the cloud but it wasn't a cloud it was a very large airship of some kind "Oh that?" Spider-Boy said as Franklin screamed. Spider-Boy hit the start button on the Fantasticar to make it take off when a green beam of light shot down on them freezing them in place. "Start it star start it." Franklin yelled.

"I did, we're frozen." Spider-Boy said as they were dragged up into the ship against their will.

SHIELD HELLICARIER

Spider-Man and the Fantastic Four had just got done with battling elephant sized spider like aliens all covered I narmor with extra arms and legs holding weapons. Shield agents were piling them up next to a large portal. "Well that was fun." Spider-Man said as he and the Fantastic Four were greeted by a man in a blue SHIELD uniform with brown greying hair and an eyepatch. "Good job your five." He said walking up to them "Thank you Director Fury." Reed said extending his hand over to him literally stretching it toward him "I'm amazed at how far Shields come with the inter-dimensional travel." Reed added "Don't be, most of the time we're trying to stop travelers from coming over."

Fury held up a small smart pad "Speaking of, looks like you guys missed a spot." Fury said as Spider-Mans spider-sense started to flare "What where?" Johnny asked as at the end of the room a bright portal opened up and dozens of the spider like aliens rushed out blasting laser guns "There." Fury said anamused "Ugh it never ends." Spider-Man said swining into action with the Fantastic Four "See, this is exactly why you did the right thing it not bringing the kid." Sue Storm said next to Spider-Man.

"Maybe, just hope he's okay." Spider-Man said attacking the invaders Reed made himself three times as large as he coiled around each of the spiders "Relax, the Baxter Building is more secure than the Pentagon, as long as they stay inside nothing can happen."

NOT INSIDE THE BAXTER BUILDING WHERE ANYTHING CAN HAPPEN

"I told you this was a bad idea." Franklin said next to Spider-Boy, they were both chained up on a metal wall in a darkened room. "No it was a good idea that went bad." Spider-Boy said under his mask as he looked around the dark room. "Where are we?" Spider-Boy asked Franklin. "Beats me, could be anywhere, alien abduction, inter dimensional prison, whatever." Franklin said making Spider-Boy give him a strange look "Does this happen a lot?" he asked.

Franklin shrugged "Kinda."

Suddenly a door opened and both boys jaws dropped "Welcome…" the person before them was wearing a long green cape and hood with a green tunic, arms and legs were covered in a metal suit and his face was hidden by a metal mask with glowing green eyes "To your Doom."

Ladies an Gentlemen, I give you Doctor Victor Von Doom, what is he a doctor in, I have no idea. But that being said.

Both Adrian and Franklin where silent before Adrian said "Cool."

SHIELD HELLICARRIER

"I thought you Superheroes dealt with this kind of stuff all the time!?" Fury yelled as he held a machine gun blasting it into the inter-dimensional Spider invaders as Spider-Man swung one around with a web and the Fantastic Four battled the army of invading spiders. "I catch purse snatchers, and guys who fly around in Halloween themed gliders!" Spider-Man said, "Well we kind deal with this stuff." Johnny said as he set more on fire. "Stretch I'm open to ideas!?" The Thing said as he hurled two of the alien spiders away.

Across the room zipping through the army of Shield Agents and spiders was Mr. Fantastic, "Working on it, working on it, working on it."

A spider invader leapt right at Reed but was blasted back by an invisible shield from the Invisible Woman, his wife "Work faster sweety."

BACK WITH ADRIAN AND FRANKLIN

Both the boys were still chained up in front of Dr. Doom who stood over them like a giant metal statue. "You two youths must surely be confused to why I have captured you?" Dr. Doom said as they looked at one another. Spider-Boy held up his red gloved hand "Um isn't that sort of your thing?" he asked.

"Doom does not have a thing?" the King of Latveria said looking down at the spiderling. "Well Supervillian kidanpping superheroes is a thing?" Adrian pointed out to Doom.

Dooms expression was hidden behind a mask "You are not Superheroes, but mere squires playing dressup." Doom taunted as Franklin looked at his shirt and shorts "These are my regular clothes?"

Spider-Boy hushed him, "So, why have you kidnapped us?" he said with some sarcasm in his voice. Doom was hesitant but than replied "Long has Doom despised Reed Richards, the so called Mr. Fantastic, ever since he and his bumbling followers became so called Superheroes they have amazed the world with petty inventions, such as his Fantasticar." Doom said as he held up his metal hand and a hologram of the Fantasticar appeared "With such common technology at his disposal, I will unlock the secret of this device and use it to crush the Fantastic Four once and for all, while you shall be my insurance once they have learned of my plan." Doom said waving his coat around himself before leaving them in the cell.

"So his thing." Spider-Boy said as he looked up at his wrists still shackled. "What is?" Franklin asked, Adrians restraints shattered as he tore them off the wall. He did the same with his feet before walking over to Franklin "Dude, he thought we we're helpless, so he told us his whole evil plan, now we have stop him." He tore off Franklins restraints and helped him down "How?"

Spider-Boy pointed up and shot a web at a vent hanging above them before tearing it off "First thing my dad told me as a superhero was 'if theres a vent, just go through it'."

He climbed up into the vent and extended his hand down to Franklin who jumped up and he caught him before bringing him inside the ventaliation system. "Why not just call your dad?"

Spider-Boy stopped "No way, he thinks I'm still a kid-" "You are a kid?" Franklin asked.

"A kid who can lift almost eight tons, stick to walls, and sense when danger is coming." Spider-Boy said to the other kid "If we can stop Dr. Doom, we could be on the Avengers!" Spider-Boy said helping Franklin into the vent.

"If we don't get blown up." Franklin said as they started to crawl through the vents "We'll be fine, my Spider-Sense can detect anything." Spider-Boy replied.

Franklin shook his head "No, I mean if Dr. Doom opens up the Fantasticar."

Spider-Boy glanced back "Wait what do you-?" "The engines not really an engine, my dad made it from a different energy source." Franklin explained but that wasn't all "And by different energy I mean he made a miniature atomic fusion engine inside the fantasticar, the containment field is the only thing that is keeping it in check if it goes well…"

"Boom." Spider-Boy said "Boom." Franklin said in agreement "Boom is bad." Spider-Boy said as he continued to crawl. They passed by another vent which showed them the outside world. They were up in the air surrounded by clouds "Whoa how high are we?" Spider-Boy asked Franklin as they looked out the vent to see New York Below?

Franklin crawled on ahead "I'd rather not stay and find out." He said pushing on. Elsewhere in what appeared to be an airship, Dr. Doom was standing around what looked like a highly advanced chop ship with Doombots all holding tools like saws, welding equipment, and more all trying to open up the Fantasticar. "Work faster you fools, Doom's time is precious." Doom yelled at the drones as they continued to do their masters biddings. Doom watched them work as he stood in his mechanical armor arms crossed in front of a large window with another doombot at what looked like the controls to the airship.

"Once I have unlocked the secrets of Richards prized invention, Doom will finaly vanquish the cursed Fantastic-" suddenly a vent shaft broke of from the ceiling and fell right into Dooms face.

"Who dares!" Doom howled as Spider-Boy swung out of the vent "Who else, you kept us locked up and you didn't think we could escape?" Spider-Boy asked as he landed on a wall "Arrogant child, despite your youth Doom will show no mercy to either of you." He said as Franklin fell out the vent next to Spider-Boy "Oh yeah!?" Adrian said smugly "You and what army?"

Suddenly the doors to the lab burst open and about three dozen doom bots rushed in.

 **Me and my big mouth.**

"Sieze them my Doombots, DOOM COMMANDS YOU!" Doom yelled as the the doombots rushed him.

Spider-Boy grabbed Franklin and started to swing around the room. "We are so dead!" Franklin screamed "Not yet we're not." Spider-Boy said pulling Franklin up so he could wrap his arms around Spider-Boys neck. Spider-Boy shot to web balls at the doom bots hitting two in the face making. The two boys swung around the room as Doombots chased them "Insufferable machines, how hard can it be to capture two children." Doom yelled holding up his metal hand and shooting out an energy blast. The energy blast barely hit Adrian who used his spider-sense to dodge. They landed behind a piece of machinery hard. "I got an idea." Spider-Boy said "What is it?"

"I distract the robots and lord metal butt, you get the Fantasticar." Adrian said Franklin nodded "But I still don't know how to drive!?" Franklin screamed as a Doombot lifted up the machinery tearing it out of the floor "Great time to learn." Spider-Boy replied leaping at the robot to give Franklin a window. Franklin rushed over to the Fantasticar and jumped in as Spider-Boy started to smash the doombots. Spider-Boy kicked one before throwing his fist into another "Doombots, seriously, does everybody in the super hero slash super villain community name their stuff after themselves?" he asked as Doom watched the boy fight through the small army of robots.

"Doombots, the Spider-Car, Iron-Submarine?" he asked as he tore off a doom bots head.

 **That last one may have been a long shot?**

Doom watched Spider-Boy leap off the robot right over him, onto a wall "Is it just me, or do most you adult superheroes have an slight hype problem?" he asked as Doom held up his energy gauntlet again "DOOM IS THE HYPE!" As Franklin started up the Fantasticar, Doom blasted a hole right into his own ships walls causing a vortex of air to suck out almost all the doombots. Spider-Boy too almost if not for his wall crawling abilities keeping him stuck to the wall. "OH BOY!" Spider-Boy yelled as the ships alarms started to sound off. He looked over at Franklin and saw the kid start to take off. "Doombots, seal the room." Doom ordered and at least three Doombots flew toward the hole in the wall and covered it with their bodies.

 **Hmmm I got an idea.**

"So these things do whatever you tell them too huh?" Spider-Boy said swinging toward Doom legs out ready to kick the King of Latveria straight in the face. Doom didn't even budge he reached out and grabbed Adrian by the neck and brought him in close his metal mask right at Spider-Boys domino mask. "Dooms machines do Dooms biding no matter what, but it seems Doom will have to finish what they could not." He held up Spider-Boy by the scruff of his shirt "So anything?" he asked.

Dooms expression was unknown behind the mask "They obey the will of Doom." Spider-Boy shrugged as the doombots started to surround Franklin "Does that mean even Self…. Self…. Oh whats the word?" Spider-Boy "You uneducated American child, The command would be Self-Destruct." Doom said and every single one of the Doombots froze in place. Dooms head spun around and looked at all his machines "Bingo." Spider-Boy said as the first Doombot let out a very soft 'Ding'

BOOM BOOM BOOM BOOM BOOM

The entire flock of Doombots started to self destruct in the room, the explosions blast gave Spider-Boy the opportunity to break free from Dooms metal grip and swing back over to Franklin as the ship started to explode "Lets go!" Spider-Boy yelled as the doombots blew a hole in the wall of the ship big enough for them to fly out of.

Doom watched the boys soar out of his grasp and roared in anger, but his roar was cut short by another explosion taking out the floor Doom was standing on.

As the two boys flew away from the Airship they saw it start to explode over the sea just outside New York City. "That was to close." Franklin said as they saw the ship start to tear itself apart. That's when Adrian saw Dooms green cloaked metal body start to fall from the air ship, fast. "Look!" Spider-Boy called out pointing towards Doom. "Fly around and catch him."

"What- I can't I don't know how." Franklin said "and why, he's a bad guy you don't need to save him?" Franklin asked before Adrian leapt off the fantasticar yelling "WE SAVE EVERYONE!"

Spider-Boy flew right at Doom dodging and soaring through falling wreckage, he had to use his webs to swing around some and run over others as they spun before he was inches from Doom.

 **GOTCHA!**

Spider-Boy grabbed onto Dr. Doom, he looked up at the airship falling right on top of him. "Please let this work."

He through Doom over his shoulders, and shot a web out of his hand right at the falling air ship and yanked as hard as he could bringing himself and doom toward it. Using his wall crawling abilities he ran across the bottom of the airship around it as its nose started to dip towards the open ocean pointing itself up right toward the Fantasticar. Spider-Boy ran up the top of it towards Franklin before jumping right off it onto the Fantasticar. "Now that…." Spider-Boy sighed as he dropped Doom off in the back seat "Was to close…"

Both boys heard Doom start to stir "Oh no's waking up, quick web him or-" Franklin started to yell "Wait- I got an idea."

As Doom awoke he looked around to see his airship gone and the two boys staring at him in the front seat "Before you say anything your royal chomeness." Spider-Boy said holding up his hands "You and I both know that Dr. Doom is a really, really, big guy in the superhero game, and if anyone found out that two kids destroyed his airship, and… that one of them saved his life." Doom looked down over the side of the hover car to see his airship sinking into the waves below "Than Dooms hype would totally suck." Spider-Boy added bringing Dr. Dooms attention back to them.

"And, we would totally be dead if either of our parents found out about what happened today, so… we drop you off at your embassy or whatever, and you don't kill us, we also wont' tell anyone about this." Spider-Boy added. Doom stood up in the back seat body erect, both kids looked up at the super villain legend before he said "… Dooms embassy is that way." He said pointing to New York City.

BAXTER BUILDING

 **To make a long story short, we dropped Doom off at his embassy and raced back to the Baxter Building. When we landed in the hanger and saw the Fantasticar it looked like it had been through a war.**

"Crap, crap, crap, crap…. We need to cover up the dents." Adrian said as he and Franklin where standing in the Fantastic Fours hanger looking att he nearly wrecked Fantsticar. "Well I cou-" Franklin started to offer "Shhh let me think, we could cover it up with pain, or a tarp-"

Franklin tried to speak again "Adrian I can-" "Let me think Franklin." Adrian said as he ruffled his har trying to come up with a plan. Franklin rolled his eyes as he held up his hand and snapped his fingers. Adrians eyes shot toward the Fantasticar as all of its dents started to undent themselves, the cuts made by Dooms machines started to seal themselves up and any stains or spots started to vanish.

The Fantsticar looked totally brand new.

"How did you…" Adrian started to ask peeling off his mask rubbing his eyes to make sure he was awake "With my powers… dad says their reality altering."

"Wait, you could have used these the whole time?" Adrian asked him "Why didn't you?"

Franklin shoved is hands in his pockets "Mom and Dad told me never to use them, unless it was life or death."

 **You got to be kidding me.**

"I'm pretty sure the last two hours were pretty much life or death!" Adrian snapped at him "But you said we could handle it and we did." Franklin reminded him. Adrian sighed "I give up."

A pause fell between the two boys "So…. Super Smash Bros?" Franklin asked him, Adrian looked up at him "I call dibs on Captain Falcon!"

LATER

Spider-Man and the Fantastic Four walked into the Baxter Building, "Three invasions… three inter dimensional spider alien invasions in one day…" Johnny Storm said as he limped to the couch in the living room and fell onto it as Spider-Man fell onto a seat "Some day huh Peter…?" Johnny asked him "Can't talk…. To tired… need…. Food."

"Well I guess that means we cancel the dinner we planned." Sue said sitting down at the kitchen counter as Reed and Ben Grimm walked next to her "I'll order a pizza." The Thing said reaching for the phone "Anyone want to go check on the boys?" Reed asked. "I will, I'm up already." Ben said heading down the hallway, "Hey kids, sorry we're late." Grimm said poking his head into Franklins room to see both the kids in a vicious Super Smash Bros match with Franklin as Kirby and Adrian as Captain Falcon "No fair, Captain Falcon is to fast!" Franklin yelled at him "Yeah but Kirby can take everyones powers."

They looked back to see the Thing in the doorway "See you two kids are having fun?" Ben said dialing in the phone with his big stoney hands "Yeah… we're uh… doing a tournament."

"Next one wins." Franklin added "Whatever, we're having pizza tonight."

Ben returned to the rest of the team, Johnny had turned on the television to a news channel "Today, a Latverian Airship suffered technical problems when it crashed off the coast of New York City." All of the Fantastic Four looked at the TV as the reporter said "When asked for comment, Victor Doom, the reigning Monarch of the country refused to comment."

"However, I witnesses reported, and cellphone camera videos seeing Doom be dropped off at his embassy by what looks like the Fantasticar." The image changed to the Fantasticar flying over the Latverian Embassy and dropping Doom off before flying off fast.

Both Reed and Peter exchanged a glance before calling out "BOOOOYYYYSSSS!"

 **Ok, so we got chewed out, hard. To be honest I think they were more mad at me for talking Franklin into it, but despite that Franklin stuck by me the whole time. For a kid whose got superpowers of his own, but doesn't use them because his parents told him not too… he's pretty cool.**

While both boys were in their room eating pizza, the grown-ups were in the kitchen "You see Peter this is exactly what we're talking about." Reed said to Peter "We know no parent likes to tell there kids no, but that's what being a parent is all about." Sue added "Geez guys give it a rest." Johnny said as he shewed on a slice of pizza next to the Thing. "We aren't saying don't' teach him anything, but just wait, let him figure out if he wants to be a superhero or not, and its dangerous just like today." Sue said putting her hand on his shoulder "We got lucky today Peter, but when it comes down to it we have to put family first." Reed said standing by his wife.

Peter rubbed his forehead "Your right… I do need to put family first." Peter said "That means raising him my way." He said pulling off his mask "My parents couldn't be there for me, my uncle because of me…. I won't push Adrian out of one part of my life just because it's dangerous because he'll just wind up doing stuff like this anyway." Peter said to both the Richards. "I wanted Adrian to see what it was like to be part of a family that had super powers, and because you're some of my closest friends, practically family."

Peter looked down at his mask "But he is my son, my family, and I'm asking you to respect how I raise him while raise your own."

 **Don't know what exactly they talked about, but dad was pretty quite after the swing home. I asked him what we would do tomorrow and joked if he was going to take me to Atlantis or something, turns out he had other plans.**

FOREST HILLS COMMUNITY

QUEENS

Adrian, Peter and Mary Jane got out of a cab just outside the city, "So who lives here the Incredible Hulk?" Adrian asked his dad as they left the taxi. "No, but she is pretty incredible." Peter said as he wrapped his arm around Mary Jane "About time Parker." She whispered "Oh so She-Hulk?" he asked as they walked up to an hold wooden house with two stories, a porch and steps leading up to the door. "No even better." Peter said putting his hand on his shoulder as they walked up "This is the house I grew up in, Adrian." Peter said smiling looking up at it.

"And I think its time you met one of the greatest people I've ever known." Peter reached for the door and opened it, "Aunt May, its Mary Jane and I." Peter said as they walked in, Adrian looked around to see the house was extremely neat and well kept. But what really got his attention were some pictures, he saw what he at first thought was himself with glasses. But he looked closer to see the boy in the pictures was Peter with two elderly folks. "Peter, you should have told me you two were coming by I would have made something." A woman called from the other room "Well its not the two of us?" Peter said as they heard footsteps come around the corner.

Adrian saw an old woman with white hair wearing a long blue dress that covered her whole body with a cardigan, she had blue eyes like her dad, and when she first saw them she stopped in her tracks "Who-" she said seeing Adrian.

"Aunt May… this is Adrian my son-" Peter said looking at Mary Jane "Our son." Aunt May walked up to Adrian and stared at him "Uh… guess you're my grandma?" Adrian said, Aunt May smiled as she seemed to start to tear up "I guess so." She said brining him into a hug.

 _ **OK got that out of the way whose next**_

 _ **Spider-Boy goes to school and meets Power Pack**_

 _ **Accidently runs into the Black Cat**_

 _ **Or he meets your favorite merc with a mouth, Deadpool**_

 _ **PS be on the look out for Spider-Boy Civil War**_


	6. Chapter 6: Spider-Boy & The New Warriors

_**Just a reminder this takes place BEFORE THE FIRST MARVEL CIVIL WAR, this is for those who wanted to see Adrian and the New Warriors and how it will be apart in in the CW.**_

Spider-Boy and the New Warriors

APARTMENT OF PETER AND MARY JANE PARKER

Adrian yawned as he woke up. He was wearing one of his dads shirts as he slept under a throw blanket on the couch. He sat up his brown hair was messy from the pillow he had tossed and turning. In the other room, Peter yawned as he woke up. He was wearing a pair of boxers as he slept under a beds blanket in his bed with MJ. He sat up his brown hair was messy from tossing and turning the whole night. He got up and walked out to the living room where he saw Adrian also yawning. "Morning" both of them said to each other as they headed to the kitchen. "Coco puffs?" Adrian asked as his dad walked to the fridge to get some milk "Yep." Peter said as Adrian leapt up and stuck to one of the cabinets opening it he pulled out a brown box with an orange bird on it. Peter opened another cabinet where he took out some bowls as his son dropped down and pulled out a drawer with some spoons in hand.

Peter walked over to the couch and sat down with the milk and the boy with the cereal and spoons.

While Adrian poured the cereal his dad poured the milk and they started to eat. "Teen Titans?" Peter asked as he turned on the TV "Yep?" Adrian answered.

As they started to eat and watch the cartoon. "Can you imagine if this tv show turned into some goofy satire that sucked?" Adrian said making Peter snicker while he chewed.

After a while the two of them heard a loud yawn as Mary Jane walked out of Peter and her bedroom. "Morning?" She said as both the guys said morning through a mouthful of cocopuffs. As Peter finished his food he got up "Alright in going to get ready for work." Adrian sat up "Want me to come along?" Adrian asked.

"No I mean like actual work work, at the school I teach at." Peter said as he headed into his and Mary Janes came out a second later in a blue suit and tie "Oh nevermind." Adrian said slouching back in the couch as he watched TV.

Peter started grab his stuff as Mary Jane made some coffee "What about you MJ, another photo shoot?" He asked as Mary Jane poured herself some coffee "No I'm going to a meeting today." She said as she sipped the coffee "Well have fun." Peter walked over to Adrian "You going to be alright here yourself Adrian?" Peter asked his son "I'll be alright." The kid said changing the channel looking back at his dad.

"Alright I'll call you when I'm done, we can go on patrol afterwards." Peter said as he left the Apartment.

Later, Mary Jane left leaving Adrian alone.

 **So, to be honest I don't really feel like doing any Superhero stuff today. I mean use to spend lazy days in a cardboard box but not in a nice New York apartment. So I figured I'd take it easy today till dads off work.**

He changed the channel and heard an announcer call our "Look Out Avengers, cause guess whose back in the NYC." Adrians attention was peaked as a theme song of some kind started to play "Its the New Warriors!"

Adrians eyes got wide seeing the famous tv superheroes "Back from there tour around the USA for one day only, Night Thrasher, Namorita, Microbe, Debrii, and Speedball!" The announcer said showing each of the supers heroes one by one. A man wearing a dark black suit with red stripes on the sides and red mask with two sticks. The next was a blue woman with silver white hair and white tattoos in a white and orange swimsuit, the third man was a large guy wearing a light blue and white shirt sleeves suit with black gloves and googles with black boots too. The other girl was black with a large Afro held back behind her head by a red headband with a red and black shirt that was more of a short sleeved one life swimsuit tucked into brown pants and boots. The last guy was a young blonde haired white not wearing orange goggles with a black mask around his head except his hair wearing s blue suit.

"The New Warriors will be at Adventure Mall today at noon signing autographs, get there now!" The tv said as Adrian thought for a second. He leapt off the couch to the back pack he had brought with him when he first came to NYC. He tore it open and took out a folded up piece of paper. It was a poster of the New Warriors of an older lineup it had Nightthrasher, Namorita and Speedball on it with Firestar and Justice on it too.

 **Hmmm lazy day or autograph?**

Half a second Later Adrian swung out of the Parker apartment in his mask and spider suit

 **Duh.**

In another part of the city in a large room covered in advanced technology short stocky man with brown hair wearing a green suit of some kind with a large monitor was looking at the same channel Adrian had been watching. "Hmmm. Intello?" The man said looking back at a tall golden robot man with a golden tunic boots and gloves. "Bring them to me." The golden giant said nothing he only walked away from the mad man to let him think.

ADVENTURE MALL

"HERE THEY ARE YOUR NEW WARRIORS, BROUGHT TO YOU BY FORD." An announcer yelled into his microphone to a lathe crowd in the middle of the mall with a car next to them as a sponsor. Standing on a stage were the New Warriors. "This is ridiculous." Namorita said under her breath "You didn't say that when you got the paycheck." Speedball said as they waved Microbe snickered as Nightthrasher elbowed Speedball "Smile and wave." The team leader said "So what do we do after this?" The newest New Warrior Debrii, asked as they started to sign autographs.

Microbes stomach started to growl "Food court." But Nightthrasher said "Patrol, we'll run into some wannabe supervillian the second we step out the mall." He said as he took a piece of paper and scribbled his name on it "Not if we get there first." All the New Warriors looked to see two new people in the crowd. The first was a man wearing a long blue cape and blue suit with white on the center of his core, he had a yellow star in the middle of his chest and wore a cowl with an open face and top, next to him was a red headed woman wearing a yellow and black skin tight suit with goggles "Justice, Firestar you guys made it." Speedball said zipping over to them.

After a quick exchange of hugs and handshakes they kept speaking "Just taking a break from the Avengers to come say hi to some old friends."

"Way to be humble." Firestar said as she elbowed him in the ribs "Its okay Firestar." Night Thrasher said under his mask "We're glad to see you two again." The old new warrior said to the former ones. "So how long you guys in New York." Firestar asked as a little boy shoved a piece of paper in her face "Just for today, we hit the road back down south soon." Microbe said as he finished one autograph.

Before anyone else got to say or ask anything Speedball noticed someone hold up an old poster "Hey, check this one out." He said rather loudly to the othes as he pointed to the poster "Man that's an old one of us." Justice said seeing it. The image showed the New Warriors on a red background covered with other posters behind the mas if breaking out. In the center below was Night Thrasher, on his right Justice, when he was Marvel Boy, to NT left was Speedball. On top was Namorita with Firestar to her left and another New Warrior with a red suit, wearing a golden helmet and braces with a red star on the top "Man where is Nova?" Speedball asked as he started to autograph the poster "He's in space for something." Firestar said as she looked at the old picture of herself.

"God I can't belive I use to wear that big mask." She said "At least you didn't go by Marvel boy." Speedball said jabbing at Justice and his former alter ego.

"Man feel old yet." Microbe asked Night Thrasher as he looked at the poster "No, but its good to see someone remembers us before we were tv stars." He said as he looked at the poster "Yeah lets see this fan?" Justice said as he looked around the poster to see Adrian dressed up as Spider-Boy.

Justices eyes got wide as Spider-Boy replied with "Sup." He held up a pen to him "Could you make it out to Spider-Boy?" he asked as the other New Warriors saw the boy and the rest of the crowd did. Suddenly all the New Warriors let out a hardly laugh along with the rest of the kid "Spider-Boy? Yeah sure, nice outfit kid." Justice said as he scribbled down on poster "Uh didn't Wolverine say Spidey actually has a kid?" Firestar asked Justice "Yeah, but this can't be him." Microbe said.

 **What?**

"Thanks I needed that." Namorita said as she wiped a tear from her eye from laughing so hard. "Wait, I really am-"

BOOM

Suddenly the ceiling exploded and everyone screamed, without hesitating Justice flew up and held up his hand to catch any of the falling ceiling when a golden blur shot past him tackling him to the ground. The audience of New Warrior fans ran for cover as the dust cleared to reveal a ten foot tall golden golem wearing a tunic without a face, the robot Intello. "Justice!?" Firestar screamed seeing the avenger on the ground cape held by the robot. "Finally some action." Debrii said throwing the pen Adrian had handed him back into his face "New Warriors!" Night Thrasher said "make sure the cameras are rolling-" Speedball said to the nearest cameraman. Spider-Boy saw the heroes about to spring into action "Hold on let me-" "Cut the act kid, its funny bit this is dangeros." Night Thrasher said as he took out both his night sticks.

"GO!" he yelled as the New Warriors charged into battle. The golden robot lunged with incredible speed grabbing Night Tharsher by the head and swinging him like a club into Namorita before swiping its free arm right into Microbe. Firestar flew around and set fire to it before Intello tossed Night Thrasher at her like a fastball speaking of which.

Speedball flew right att he robot "Any ideas which one this is?" Speedball asked as he smacked the robot in the head before dodging one of its fists "Who cares cream it." Debrii said as she raised her hands and two trashcans next to her lifted up and flew right into the robot but didn't even make a dent. It turned its attention to her "Uh help?" she asked as the robot charged her "He's metal stop him!" Night Thasher said at the girl.

Debrii rasied her hands and the robot instantly started to slow but kept pushing toward her "Now while its slowed." Night Thrasher said getting up, before they could do anything the robots chest opened up and a cannon appeared a red laser blasted out of it right at Debrii hitting her square in the chest sending her flying. Microbe came up from behind and grabbed the robot from behind "Alright big guy lets see you-" the Robot leapt up into the air before he could finish his sentence and fell back down to the floor smashing Microbe into the malls foundation.

"Well not so good for our New York homecoming." Namorita said helping Speedball up "Y-yeah." He said as the New Warriors looked to see the robot unfazed by any of their attacks.

The Robot got ready to go again when suddenly someone behind him said "Hey goldieblocks!" Intello looked over its shoulder to see Spider-Boy standing behind him "Whats that kid doing?" Night Thrasher said seeing spidey-jr holding up his poster which was now torn in two. "You owe me a poster."

"Firestar, get that kid out of here." Justice yelled as he recovered, but she was to far away as the robot drew back his fist and through a punch right down at the boy who dodged like it was nothing "It was vintage-" Spider-Boy said doding another punch and another "It was older than me-" he leapt over the robot dodging a blast fron his chest cannon "It was autographed!" Spider-Boy said landing next to the Ford car he slid under it and lifted the car up "IT WAS IN MINT CONDITION!"

Everyones jaws dropped as the boy lifted the car than through it right at the robot "No not the sponsors!" Speedball said seeing the car crush the robot "Your worried about that, and not the fact a boy just lifted/through a car at a robot?" Namorita asked him "Hey, I've been in this game long enough when you stop asking why and just accept that sort of stuff." Spider-Boy held up a piece of the torn poster in his hand "Uh anybody got any tape!?" he asked as all the New Warriors stared at him "Wait you're really Spider-Man's son?" Speedball asked "Yeah."

"Oh my god he's a parent." Firestar whispered to Justice, "Wait, is Spider-Man here awe man if we get him on the show we could-" Speedball started to say "Give it a rest Speed." Namorita said "No sorry he's busy." Spider-Boy said up to him "Doing what?"

 **Oh you know, teaching at a highs school cause the amazing Spider-Man is a teacher….**

Spider-Boy paused "Uh… on a secret Mission, with Captain America and… Hercules."

"Oh cool." Speedball said.

 **Nice save.**

An uneasy silence filled the air among the New Warriors and the walled web crawler, "So…. Sorry about your poster." Justice said using his telekinesis to summon up the scraps "We'll get you a-"

 **Spider sense!**

Suddenly the remains of the ford car broke apart and Intello appeared covered in flames, Spider-Boy flipped over out of the way as Intello was on the New Warriors their was suddenly a bright flash from the robot. It blinded everyone in the malls interior. When Spider-Boys vision returned and the ringing in his ears had died down he gasped. The robot and the New Warriors were gone, as if they had never been there.

 **Oh crap.**

MIDTOWN HIGH

The bell rang out loudly letting Peters class out for lunch, "Alright now remember your assignments are due Friday an… I'm talking to myself." He said seeing the teenagers rush out the door. Peter slouched back in his chair, the chalkboard covered in biology designs and so on.

 _Superhero, husband, father, avenger… high school teacher…_

Peter reached into his jackets pocket and pulled out his cellphone he flipped it open and started to type in a number, it started to ring for a few seconds "Hmmm?" Peter took out his phone and saw it was Adrian "Hey whats up?" Peter asked.

"Ok, I was just watching TV and uh-" Peter could hear him stammer "I was curious, sense stuff is made of matter and matter can't be destroyed only transferred, right?" Peter thought for a second as he looked at his chalkboard "Yeah, but you got to remember that matter can be transformed, like water to steam, rocks to dust etc." Peter said as he started to nerd out. "Ok, so what if theirs nothing left, does that mean it wasn't destroyed?"

"Destroyed?" Peter asked.

Adrian started to mumble through the phone "Watching Teen Titans, laser shot the animal kid and he disappeared so-" "So he was probably teleported somewhere." Peter said as reached into his desk and pulled out some lunch "Where?"

"Probably somewhere close by, what kind of laser was it?" Peter asked as he opened his lunch box and took out a sandwich, poptart, and soda "Well it wasn't a laser, more of like a giant golden robot that tackled them then a bright flash." Adrian said on the other end "Hmmm, than the robot was probably a teleporter itself, you find the robot you find the animal boy, why?"

ADVENTURE MALL

Spider-Boy was standing on top of Adventure Mall where the battle had taken place looking down in a hole in the roof at cops who had taped off the center of the mall "Uh, just curious, talk to you later, bye." He said shutting his phone off.

 **Okay, find Goldiblock and I find the New Warriors, easy.**

The boy leapt off the wall of the building and swung back into the city.

 **But how?**

Elsewhere, the same maniacal villain who sent the robot Intello after the New Warriors was watching through a hacked CTV camera to see Spider-Boy swinging through the city "Hmmm, he predicted each of Intellos moves, that would explain how the Spider-Man does so… the child must have inherited such a skill or was taught an algorithm of some sort which helped him predict his attacks?" he said the short brown haired man looked back over his shoulder to see the New Warriors all bound to a metal wall with clamps over their arms and legs.

"This requires further thinking." The thinker said as he scratched his chin in the shadows as he looked over at the New Warrior "In the meantime, Intello." The thinker said as looked over at the robot who was standing next to a large machine and pressed a button which lit the wall the New Warriors were on ablaze with electricity making them all scream.

Back with Spider-Boy, he was swinging up above the skyline before landing on top of a building.

 **Crap how am I suppose to find a giant seven foot tall robot in the middle of New York Cit-**

His spider sense went haywire, as he leapt up into the air dodging a golden metal fist.

 **Nevermind.**

Spider-Boy landed on a water tower on top of the building, "Whats the matter golden fing-body you miss me?" Spider-Boy asked as Intello leapt toward the boy crashing into the water tower destroying it. Spider-Boy dodged again this time landing on a nearby wall. The Robot started to fidget and spark as it short circuited and went limp.

"Wow that was easy?" Spider-Boy said sliding off his web and walking up to the robot.

 **I mean really that was way to- SPIDER-SENSE**

Intello shot up and grabbed the boy by the throat before their was a bright flash.

 **Darn you Parker Luck**

…

…

…

"Spider-Boy- Spider-boy wake up!" the walled web crawler snapped awake to see he was suspeneded upside down in chains in the same place as the New Warriors who where across from him all pinned up on the wall like mounted trophies. "Oh thank god, it would totally suck if you died." Speedball said "Yeah our sponsors would kill us." Debrii said as everyone shot her a mean look "What?" she asked. They were in a very big warehouse with multiple machiens and monitors everywhere showing cameras and of street recordings and of superheores.

"I see you are awake." Spider-Boy looked upside down at his warden, the short brown haired man in green "So a shame our game must end." Spider-Boy heard the man say "Oh crap not this again?" Microbe said "What?" Spider-Boy asked.

That's when Namorita said "This guy is a talker, I perfered the torture." The 'guy' in green heard her "As you wish my dear." He said holding up a remote and pressing a button and volts of electricity surged through the New Warriors making them all scream pain. "Whoa- whoa stop, STOP!" Adrian yelled as the man halted "Very well, but only because you have something I seek."

Adrian looked at him under his spider domino mask "What?" he asked.

"I am the Thinker, the worlds' greatest analytical mind, you've already met my autonomous intelligent android Intello." The introduction was followed by a loud clanking of metal footsteps to reveal the golden golem before him "Yeah, I met goldie blocks, just some constructive criticism maybe next time give him pants." Adrian said making Speedball snicker "Oh… hurts to laugh."

Thinker ignored them "I've developed a complex algorithm designed to accurately predict future events, but somehow… when I decided to test this theory on the New Warriors it did not anticipated you." The Thinker said getting Adrians attention "Somehow you existed outside my calculations as though disobeying the natural order of the universe, you predicted each of Intellos attacks."

"At first this question tormented me, but now it is clear." He said as the New Warriors looked at one another "It is?" Fire Star asked looking at her husband "You too can predict the future."

 **What?**

The Thinker continued "After analyzing the Spider-Mans combat experience no normal man could ever succeed in his battles dodging and predicting the outcome of an enemy like he does, you his heir must have the same skill…" the thinker got right in the boys upside down face "If I were to face the Avengers in combat I must know this skill, tell me how is this done?"

"Wait are you serious, no one can predict the future." Spider-Boy said to him "I can, my algorithim is impervious." The Thinker said confidently "Ok if its impervious how come I can beat it?"

"You mock me!?" The thinker snapped "No I'm not." Spider-Boy said "But can I ask you something?" Spider-Boy asked.

The Thinker was silent for half a second but then replied "What?" Spider-Boy shifted in his chains "What do you plan to do your algo-whatever?" he asked.

The short braniac smiled "Ah my endgame, I will use the data I have gathered on the New Warriors to better defeat even more super powered heroes till there are none left to oppose me."

"World domination." Night Thrasher said "It's a classic." Namorita said "But it's lame." Spider-Boy said getting the Thinkers attention. "What?"

 **Ok, going out on a limb here but it worked with Doom**

Spider-Boy had all eyes on him ""Lame, my scheme is not lame it is flawless." The Thinker said as Spider-Boy continued "Yeah but its unoriginal."

"… True." Speedball said "Silence!" the Thinker said pressing his remote and shocking all the New Warriors "Wait, Stop!" Spider-Man yelled at him "Then tell me, how is it lame."

The Thinker ceased his torture of the New Warriors and had his eyes on Spider-Boy "Because, if you can predict the future why not just gamble?"

"Gamble?" The Thinker asked "Yeah, why not get rich, go to Vegas clean the whole strip." Spider-Boy Suggested.

The Thinkers face got bright red "That is-… not bad idea."

Really? This guy is the worse super villain ever.

"Y-yeah I mean, you got the bling already walk in with Intellex-" "Intello." The Thinker said correcting him as he went on "Clean out Casers Palace, I was in Vegas a few months ago, you could totally get away with it." The Thinker scratched is chin "Perhaps this could better finance my other goals, and on the upside I would not have to deal with pesky New York Superheroes."

 **Wow… can't believe that worked.**

Thinker smiled "Very well, Intello pack my bags and get us two plane tickets to Las Vegas." The Thinker ordered the robot who turned to leave and do its masters bidding. Spier-Boy breathed a sigh of relief "Great, so you just cut us down and we'll-" "And set our base to self-destruct while your at it."

 **Oh come on!**

"Why?" Spider-Boy yelled "My powers of prediction know that you will most likely report me, or at least one of you will try to sieze me should I let you go. I am simply taking our some life insurance." The Thinker said as he held up his remote to the New Warriors restraints and pressed the button the voltage started to shock them making all of them scream in pain or trying not to "Your insane." Spider-Boy yelled as the Thinker shrugged "You'll be dead soon, your opinion will not matter."

Alright, I'm done.

"You know for a guy who can predict the future you sure are dumb." Spider-Boy said "What?" The Thinker asked as Intello returned from the shadows holding two suit cases he had on a bright red Hawaiian shirt with thick black sunglasses with a white fedora and two suitcases "Yeah, cause if you could, than you'd think to buy stronger chains." Spider-Boy suddenly tore out of the chains like they were ten foil, "Intello!" the Mad Thinker yelled as his robot dropped the bags and rushed Spider-Boy "I thought you were a guy in the suit, but since you're a robot." Spider-Boy said running right at him fist at the ready "I DON'T HAVE TO HOLD BACK!"

The robot flew right into the various machines short circuiting till its head exploded and the robots chest exploded. Spider-Boy looked around for The Thinker who was running for the nearest exit. Spider-Boy shot a web right at the man webbing him up he shot a web right at his back coiling him up in the webs and yanking him back "Guess you didn't see that coming." He said grabbing the remote out of his hand and crushing it causing the New Warriors torture to end and release them. "Took you long enough." Debrii yelled at him her body still smoking.

 **Your welcome.**

Spider-Boy dragged the thinker over to them as they recovered "To bad their were no cameras to see it, that was great stuff kid." Speedball said as he bounced over to the kid. "Really thanks, but we shou-" "Yeah." Firestar added "Your dad has got to be so proud." She said as the New Warriors praised him "Oh really but I think we should go-" "Even I have to admit calling him out his idea being lame was pretty good." Night Thrasher said putting his foot on the Thinker "Ok that's great but we really need to go." Spider-Boy said.

"Why?" Speedball asked him, Spider-Boy held up his figner and pointed to one of the screens, it had a countdown on it going from 10 to 9 to 8 "That's why." Spider-Boy said as Speedball said "Oh…" as the clock turned to 5.

Five seconds later the warehouse exploded sending machinery and Intellos head hundreds of feet into the air. While the New Warriors and Spider-Boy watched from a safe distance. "Ok, now I really wish we had cameras here." Speedball said watching with his hands on his hips as Night Thrasher had The Thinker over his shoulder "Are you kidding me, we got our buts handed to us." Microbe said dusting himself off "Yeah but Spidey saved us." Speedball said patting the kid on the back.

Spider-Boy seemed to blush from the praise "Thanks… well I better get going before my dad gets home, or else I'll-" "Wait?" the Thinker called out "How do you do it?" the Thinker asked "Do what?" the kid asked back "Predict the future."

"Ooooh you mean my Spider-Sense?" he asked "Spider-Sense?" Justice asked Firestar "I'll explain later." She whispered back to him "Spider-Sense, yes how does it work?" the Thinker asked as Adrian held up his red gloved finger "Beats me." He said flicking the thinker in the forehead with the force of a heavy weight boxer cause of his spider strength knocking him out.

"Alright it's official." Speedball said out of nowhere.

"What?" Night Thrasher asked him "Come on guys, kids obviously good for it."

 **Good for what?**

Speedball looked down at the kid in question "What do you say Spider-Boy?" he asked "Want to be a New Warrior, sure it's no Avengers but we paid good." "Hey." The two Avengers Firestar and Justice said as th spotlight was cast on Spider-Boy "Um… thanks but no thanks." Spider-Boy answered "What, why not?" Speedball asked "Yeah, we get you on the show we're bound to get double ratings and more kids will watch with someone their age." Debrii added.

Spider-Boy scratched the back of his head as he explained "Well I don't do the superhero gig for money, or even to be famous."

"Than what for?" Speedball asked him "Cause I just want to help people." Spidey replied to him heading off he suddenly stopped "But… there is one thing you can do for me."

APARTMENT OF PETER AND MARY JANE PARKER

Adrian got done hanging his brand new poster of the New Warriors covered with autographs from Night Thrasher, Microbe, Namorita, Debrii, even FireStar and Justice with an extra note on the bottom that read 'To our good friend Spider-Boy'. Adrian sighed as he walked over to the couch still in full costume falling down on the couch exhausted. The door to the apartment opened right as he hit the cushion "Adrian I'm home." Peter said walking in loosening his tie "You wouldn't believe the day I had." Peter said.

 **I think I can top that.**

"I got a call today." Peter said as he walked around taking of his suit jacket looking at a smiling Adrian "From Captain American and Hercules."

Adrians smile fell "Oh no." the boy squeaked "Oh yes." Peter said arms crossed as the two of them locked eyes Peters like daggers his face like stone before turning into a big smile "I'm grounded aren't I?" Adrian asked him "Big time." Peter replied.

 ** _OKAY SAME THING_**

 ** _-POWER PACK_**

 ** _-CAPTAIN AMERICA_**

 ** _-MS. MARVEL_**

 ** _(YES I KNOW A LOT OF YOU WANT DEADPOOL OR THE BLACKCAT, TRUST ME THEIR COMING LATER)_**


	7. Chapter 7: Spider-Boy Goes to School

Spider-Man and Spider-Boy where standing in the middle of New Yorks historic bridge, the Manhattan Bridge. A pile up of cars had been blown apart so the two could do battle against what appeared to be a metal man walking on stilts. "You'll never trip me up again Spider-bug." The metallic giant yelled at Spider-Man as he swung one of his beg metal legs at Spider-Man and Spider-Boy who both dodged "So what does this guy do, got rocket packs, lasers, what is it?" Spider-Boy asked his dad "He's got long legs." Spider-Man said "What?" Spider-Boy asked under his domino mask.

"They don't call him Stilt Man for nothing." Spidey said back to his son as they both landed on one of the bridges suspension cords. "But, what can he do?" Spider-Boy asked again "He can kick you- hard." Spider-Man said just as Stilt Man swung his massive leg back and kicked a cab straight at them. Spider-Man and his son dodged the car as it flew off into the river below "Point proven." Spider-Boy said as he swung around him and shot two webs over at Stilt Man trying to web up his legs but the Stilt broke free "Oh looks like he got upgrades." Spider-Man said landing on top of a school bus. The kids inside cheered as they looked up to see Spider-Boy land next to him.

Spider-Boy looked at Stilt-Man "This guy has got to be the lamest villain yet." Spider-Boy said as his dad shrugged "Give your old man some props, this guy isn't nearly as bad as Hypno Hustler or Videoman." Spider-Man said as leg man kicked another car at them "Stop ignoring me." He barked at the two who jumped out of the way.

"It's not like your that noticeable." Spider-Boy said as he shot two web bullets at Stilt man webbing up his arms "I mean, you could have at least made your arms extend too than you could be "The Elongated Man, you know like in DC."

Spider-Man kicked Stilt-Mans legs out from underhim making him fall "No than its copyright infringement." Spider-Man said "Plus the elongated man can stretch his whole body." Spider-Man said landing next to his son "Wait so why doesn't Mr. Fantastic call himself that, or what about Stretchyman, no Stretcher." Spider-Boy added trying to come up with names. "Cause Mr. Fantastic doesn't only stretch he's super smart too."

"Well so are you, I mean you built the webshooters." Spider-Boy said holding his up "Stop you're making me blush." Spider-Man said as he webbed the villain up Stilt-Man suddenly both their Spider-Sense flared "Lookout." Spider-Man said shoving his son out of the way. Stilt Mans mechanical leg shot out hitting the schoolbus behind them smashing it right through the cables about to fall off the side of the bridge "NO!" Spider-Boy yelled rushing to the side of the bridge he grabbed onto the metal railing and grabbed right onto to the back of the schoolbus. The boy's hands churned the metal of the bus like it was made of tin. Stilt-Man started to tear off the webbing getting up saying "Hahah now what webhead, you going to stop me or let the kids-" "Oh shut up you Sinister Six wannabe!" Spider-man said swinging his own leg around and smashing both of Stilt-Mans stilt legs like they were nothing making the giant fall to the pavement hard.

Back with Spider-Boy wasn't about to let go but the metal of the railing and the metal of the school bus started to give way to the weight of the bus.

 **Crap, crap, crap, crap**

Spider-Man recovered and saw his son struggling about to loose his grip on the bus and loose the children. Spider-Man ran over to the bus and grabbed it with both hands. "Loosing it." Spider-Boy called out "Just hold on." Spider-Man said as he started to back up pulling the bus back to safety and the children out of harms way. When the bus was on the bridge again "That was close." Spider-Boy said letting go, both of them sighed a sighed in relief, Spider-Man looked at the boy and than up at the kids on the bus who started to drive away.

 _That was to close… way to close._

Spider-Man looked at the school bus, and got an idea.

PARKER APARTMENT

"WHAT DO YOU MEAN I HAVE TO GO TO SCHOOL?!" Adrian asked sitting at the dinner table, he was still in his Spider suit along with his dad Mary Jane sitting inebtween them. They were eating spaghetti, Mary Jane had on a white shirt with tight jeans her bright red hair bound up in a bun "I mean exactly that." Peter snapped back standing up "It's not so bad Adrian." Mary Jane said "You get to hang out with kids your own age." She added as Adrian got up on his chair.

Adrian looked at her stunned "Yeah, but I don't get to be spider-boy anymore."

"Just for seven hours a day, and until after you finished your homework." Peter said holding up his fork with noodles still on it. "Like I said, I don't get to be Spider-Boy anymore."

"Enough!" Peter yelled "Your going to school, and you'll like it, now go to your room." Peter snapped at his son "I don't have a room, this is a one bedroom apartment." Adrian pointed out.

TWO DAYS LATER,

SCHOOL

"Are you nervous?" Peter asked walking next to Adrian, it was early in the morning and Peter a suit and tie, Adrian wore a pair of jeans and an orange shirt with a flaming four on it, and a dark blue Mets hat. "No, not if you count all the pictures you and Mary Jane took before leaving." Adrian said as they headed to walked up to a large public school building. That read Public School 616, on a sign on the wall. It was made out of metal and the wall red bricks, Adrian had on a dark orange fantastic four shirt with a flaming four, a pair of jeans covered his leg and had on some white shoes, he had on a backwards Mets hat. "Well she did lay out all those fresh clothes for you, she spent a lot of money on them." Peter replied as they stopped in front of the school. "I know I know, but it's my first day I just wanted to wear something comfy." Adrian explained as the bell rang.

"Well guess this is it." Peter said stopping at the door, "Call me if you need anything." Peter added as he pulled out a cellphone and handed it to him "Please don't break this one."

(See SB and the X-men)

Adrian took the phone and shoved it in his backpack, when he opened it Peter noticed Adrian's spider suit at the bottom along with the webshooters "What are those doing in there?" Peter snapped in a whisper "What if something happens?" Adrian asked quickly zipping up hid backpack. "Than you call me that's the point of the phone." Peter said down to his son. "Your still don't trust me after you left me with Franklin?" Adrian asked "Exactly"

(See SB and the FF)

Peter sighed "Look Adrian." Peter took his son aside and "I had to juggle school and our... secret hobby when I was in high school, now if you end up seeing anything out a window or whatever I want you to stay here, once I come pick you up than we can go together understood?" Peter asked "Crystal." The boy replied.

 **Dad was starting out as a teacher at his old high school, hope it doesn't last when I get there.**

Afterwards, walked up into the school glancing back at his dad who gave him a thumbs up.

As Peter saw Adrian vanish behind the doors he sighed and looked a bit sad.

 _Wonder if Uncle Ben felt this way when he dropped me off at school._

Adrian walked through the school hallways, till he found a small office the ten-year old made his way past older kids till he found his home room. He walked in and saw it was partially full of kids his age. Most seemed to be gathered in the middle of the class talking to each other. Adrian took a spot by the window and looked out in the distance. He thought he saw iron man in the clouds above, but it was just a plane.

Suddenly the bell rang and slowly but surely the kids filled into there seats. As the bell finished a woman walked in "Alright everyone settle down." She said as the class was still very lively with children talking or messing around. "We have a new student today, Adrian Parker, don't suppose you'd like to come up and introduce yourself?" The teacher asked.

Adrian felt all eyes on him, "Uh not really." Some of the kids in class laughed a bit.

"Of come on don't be shy." She said. Adrian got up as she asked and headed to the front of the room "Uh hi, my name is Adrian Parker." He said waving his hand "Where are you from Adrian?" The teacher asked "Well I use to live in California, in L. A." He said to her, some of the kids found this interesting "What's L. A. like?" One of the kids asked "Oh, um not to different from New York just not as tall buildings and less super heroes." He answered "So why did you move to New York?" Another kid, a girl with red hair in green asked "I came here to- moved here to live with my dad."

One of the classes kids than blurted out "What's your dad do- What about your mom-" "Alright, alright that's enough let's start class, Adrian go take a seat right there." The teacher says gesturing to the only open seat left. As he sat down the class began.

 **I can't believe I have to go to school, as a punishment. This is inhumane torture of a minor.**

Adrian looked out the window to see Iron Man fly by off in the distance. He got s mischievous smile suddenly.

 **I bet I could go to the bathroom and sneak out-**

His scheming was cut off when he saw across the street on a tall building arms crossed was Spider-Man his dad he held up to fingers pointing to his eyes than at Adrian and shaking his head like 'Don't even think about it.'

 **Crap**

He slouched in his seat as the class went on, Adrian had his eyes on the clock he started to fidget and move into different postions. Unable to sit still, when finally the bell rang. He sighed getting up and grabbing his back pack, "Alright recess" he said to himself, as he looked down at piece of paper to see he still had three more classes to go. Adrian sat through three more classes each one worse than the next till lunch came. Adrian followed his class out of the room, with every other kid.

When they walked into the cafeteria it had white floor's with a lunch line and an old lady who looked like a man handing out sloppy joes to every tray. Adrians face turned as green as the hulk when he saw it. After he got his food he looked for somewhere to sit but, didn't move from his spot he didn't say anything as he stood there, he suddenly felt a hand on his shirt "You look lost."

Adrians face lit up at who he saw, "Franklin!" he nearly shouted, the blonde haired blue eyed light skinned boy has his signature 4½ shirt on with blue shorts holding a tray. "Hey Adrian, I didn't know we went to the same school." Franklin said up to him.

 **Franklin Richards, son of Mr. Fantastic and the Invisible Woman, if you remember a while back he and I got captured by Doctor Doom, than we escaped, but I had to save Dooms life and… you know what it's to much to explain, he's my friend.**

"Come sit over here." Franklin said as the two boys headed to a table with some open seats, "I didn't either, dad just dropped me off today." Adrian said as he poked his sloppy joe with a fork and steam let out of it. "At least your dad wanted to get you into a public school, I had to beg mom and dad to let me come." Franklin said as he ate his sloppy joe "Frank, I think you're the only kid in the universe who actually begged his parents to take him to school." Adrian laughed as they ate lunch.

Franklin smiled at the joke as a few kids looked over and whispered to one another, "Whose the new kid sitting with Richards?" one of them asked, "Not sure I heard his name was Parker, why does that sound familiar?" another said looking at him.

"So what classes do you have next?" Franklin asked, shrugged "Dunno, I got recess after this… thank god." Adrian sighed as he took hi sloppy joe in his mouth. "Oh me too, my class is playing dodgeball against Mr. Gomez's class." He said back "I jus came from his class actually, looks like we're on different teams." Adrian replied.

Franklins face seemed to fall "Oh."

Adrian shrugged "Don't worry Frank, I'll go easy on you." Franklin smiled, but it was a half smile "Well actually… my team, and our well 'Captain' is really good."

"I think I'll manage." Adrian said as the bell rang.

STARK TOWERS

"You're a dad!?" Tony Stark said on the top of Stark Towers next to Spider-man, Tony Stark the Invincible Iron Man was wearing a dark black and red shirt suit. Spider-Man rolled is eyes under his mask "Oh for the love of- you were at the Avengers Mansion when I introduced you." Spider-Man snapped at him as Iron Man shrugged. Tony walked over to the penthouse bar and started to pour himself and peter two drinks "Tony you know I don't drink." Spider-Man said walking over to him.

Tony smirked "I know I'm pouring two for me, I mean you… a dad." Iron Man said as he downed one of his drinks "The bad gus… they'll die from the banter." Iron Man said as he picked up another cup. Spider-Man shot a web at it and brought it to his hand "I'll die of worry, on the bridge today." Peter said lifting his mask up and taking a drink.

"We got lucky, we almost let a bus of children go over the side cause I wasn't paying attention." Peter said as he pulled his mask back down, "You know Steve and I have been talking, maybe we should take an interest in younger heroes, you know, like we did with the Young Avengers." Tony said walking over to him.

Spider-Man looked at him "What you say I should let Adrian join them?"

Iron Man shrugged "Maybe, but it took us a long time to get you on, I'm saying you bring him by the Mansion, lets work with him, you said it yourself you want to teach him how to use his powers cause he will anyway." Iron Man said wrapping his arm around his shoulder "So lets teach him, imagine it learning from the Avengers, making sure he doesn't make the same mistakes we made when we first started, he could be the best of us all combined into one."

Tony held up another cup to Peter as if to toast to it.

PUBLIC SCHOOL

616

RECESS

In the middle of the schools, outside black top or school yard, Adrian was on the other side of a basketball court, it had a jungle gym to the left and other playground equipment on the right. All the kids in at least two dozen kids all around Adrians age were watching the dodgeball match, Adrian was on one side of the court while Franklin was on the other teams cheering section. Adrian saw Franklin who was hiding in the back while Adrian dodged the flying red balls.

 **Okay, dad said not to use my powers, but that's impossible, I can't turn it off.**

The red balls from the other team were like rockets taking out Adrians team till only he and a few kids were left.

 **Franklin wasn't kidding when he said the other team was good.**

Adrian caught a ball and spun around throwing it back at a quarter of his strength making it miss another kid on purpose "Geez new kid you aim like trash." One of the kids said to him, Adrian glared at him missing the kid on purpose.

Suddenly the one who called him out was hit with a ball right to the face and knocked out, Adrian realized that was the last kid on his team. It was five on one, and Adrian was a very tiny one.

The dodgeballs flew like roman legions unleashing hell, Adrian dodged because of his spider sense, dropping down rolling over waiting as the balls flew past him. He managed to evade another by hopping off the ground. "Give it up new guy." The 'Captain' of the other team said. Adrian looked to see a boy about his age with light skin, brown hair, spiked in the front wearing a green shirt and white sleeveless hoodie over it with baggy jeans. As Adrian dodged another ball

 **It's taking every fiber of my being not to leap onto a wall or branch…. Or smash the ball right in**

He grabbed another ball and through it at a quarter strength nicking a kid in the shoulder. The Parker boy raced toward the nearest ball and held it up deflecting another ball before throwing it right at another kid who tried to dodge but got hit in the gut. The last three kids who had the balls were all hurling them at Adrian who kept dodging them.

 **I admit, this is harder than dodging bullets because I can go anywhere, here, I have to stay on the ground.**

"Get him Jack!" the other teams side cheered as the 'Captain' threw a ball right at Adrian, who didn't have any room to dodge. He held up his hands and caught the ball feeling it sting his hands barely. "My turn." Adrian said throwing the ball hitting aother kid, he grabbed another and hurled it to the second to last kid next to the boy named Jack. Said kid grabbed the ball Adrian had just thrown and hurled it right at Adrian who saw it coming. Spider sense or not, Adrian fell back dodging the ball like a hacker from a really good movie franchise that hasn't had anything live up to it in a long time. All the kids gasped as Adrian grabbed the nearest ball and hurled it right into Jack knocking the wind out of him.

Everyone looked at Adrian in silence who gulped at their gaze.

 **Oh no, I've done it, I've blown my cover, they'll think I'm a freak, call the cops, I won't be Spider-Boy anymore and Spider-Man's secret will be out to-**

His train of thought was knocked off the rails by a loud roar of cheering from the kids, as everyone rushed him even kids from the other side "That was awesome- how did you do that- dude can you be on our team next-" they all crowded him asking him questions and congratulating him on a most epic of dodgeball games.

 **Okay, don't think I need to tell dad about this when I get home.**

As everyone gathered around Adrian, a few other kids walked over to the 'Captain' of the other team, it was a boy with blonde hair a green jacket and white and red shirt with slacks helping the other kid up "You alright Jack?" he asked "I'm fine Alex… more than I can say for the new guy." Jack said glaring at Adrian "Jack, leave it alone you lost." Alex said down to him "Oh relax would you Alex, it's not like I'm going to go all Powe-" Alex grabbed Jack by the mouth "Don't even say it, if I find out anything happens to the new kid and your involved than you'll be off the team for a month."

As the bell rang ending recess, Adrian walked back into the school with Franklin "You know school isn't all that bad?" Adrian said next to him "Yeah, compared to home school it is." Adrian rolled his eyes "I'm worried about the homework, you're a super genius and I'm… not." Adrian said as they headed toward their classroom.

"What?" Franklin asked stopping in the hallway, "But my daddy and yours are super smart." Adrian shrugged "I'm street smart." Adrian said cocking his head, "Speaking of street smart, uh nature calls." Adrian said ducking into the nearest boys room. When he walked in he didn't notice the certain upset dodgeball player who had followed him in, after doing his business Adrian started to wash his hands when he heard "Nice game out there." Jack was standing behind him. Adrian looked over at him "Oh, thanks I kind of grew up playing it.

 **Except where the game is life and death, and the dodgeballs are bullets.**

Jack smiled "Same, ball is life, so how new are you to New York." He asked "Uh about a few months."

"A year for me and my siblings, we moved here a while back to the city at least." Jack said as they started to leave "But, your accent?" Jack said scratching his chin "It reminds of something?"

"LA?" Adrian asked stating the obvious "No, but it does start with an L." Jack said smiling as the boys spider sense flared.

Crap, oh no what if someone knows I'm spider-boy and will attack, have to get this kid out of here or-

Jack snapped his fingers, "Now I get it, your from loserville!" Out of nowhere a cloud appeared around Adrian picking him up and carrying him back into one of the stalls. "What the!" Adrian screamed as the cloud shoved his head into toilet making it swirl. The cloud suddenly vanished as Adrian fell out and looked around to see Jack Powers standing their "You know what the best part is… they'll never believe you." Jack said walking off leaving Adrian soaked and dumbfounded at what had just happened and that he had just gotten his first swirly. Jack let out a hardy laugh as he walked out.

Later, Adrian returned to class to have all eyes on him as he was soaking wet, some kids laughed or giggled as he walked in and sat at his desk. The teacher was a gasp "Mr. Parker… what happened?" she asked looking at him "Well…. I was so hot from playing dodgeball I decided to cool myself off, pretty refreshing." He said as he slicked his wet hair back all the kids laughed as Jacks face fell seeing everyone laughing not at him but with him.

STARK TOWERS

Peter and Iron Man were standing in front of Iron Mans computers inside the Avengers wing of the building, "So what we send him to the mansion after school for more school?" Spider-Man asked holding a coffee mug next to Iron Man as they looked at images and recordings of Adrian dressed as Spider-Boy. "Its not school if you enjoy it." Iron Man pointed out

"I thought they said that about work?" Spider-Man said as they looked at the monitor "I'm just saying this program could help us out." Iron Man said as he gestured to the computer, you and your son move around a lot, so it makes sense that you or him at least should learn to some combat moves I'm sure Iron Fist wouldn't mind nor would Natasha" Tony said.

The wall crawler looked at all the different images on the screen "I don't know, I mean I figured out most of my stuff on my own, but this seems to much." Spider-Man reluctantly pointed out "Firearms training?" he asked looking at a picture of Black Widow, "Adria doesn't need to know how to use guns."

Iron Man shrugged "Wouldn't hurt."

"Quantum Negative Zone Physics?" Spider-Man asked looking at another folder on the monitor "Okay, maybe not that one." Iron Man agreed when Peters phone started to ring.

"Hold on." Peter said looking at his phone when he opened it "Hello?" he asked as Iron Man kept working "… I'll be right there."

Peter hung up and Iron Man looked "Need any help."

"No I wish it was a superhero emergency but it's a parent one." Peter said pulling his mask down "Thought you had to be a superhero to be a parent." Iron Man chuckled.

ADRIAN'S SCHOOL

Later, Peter had walked into school holding a paper bag with clothes in them, he was wearing as suit and tie over his spider-man suit. He was standing inside the principles office as the door opened and the damp clothed Adrian walked in and looked up at him, "I don't even want to know." Peter said as he knitted his eyebrows, "You wouldn't believe me if I told you, actually I think you'd be the only one who would."

 _I got enough swirls from Flash Thompson to know what a bully looks like, back than I didn't have Spider-powers._

Peter looked down at him as he handed him the clothes, he leaned down next to him whispering to him "Whatever it is, whoever did it, leave them alone."

"I didn't do anything, all I did was beat a kid in dodgeball and he swirled me after class." Adrian said back in a whisper "I don't care, if I get another call about Adrian Parker getting in trouble, no after school fun." Peter said as he handed the boys the clothes.

Later, after Peter left, Adrian watched him go outside and walk around the block after Adrian had put on different clothes he frowned before smiling.

 **Adrian won't do anything, but Spider-Boy will get his revenge.**

As the hours passed, the last bell rang and the kids piled out of the school, "What did I tell you Jack!" Jack and the older blonde boy walked out of the school "What, didn't you heard that he took a shower." Jack said up to him as a girl with a pink sweater and white collared shirt and jeans joined them. She had shoulder length red hair and next to her was a little girl with blonde pigtails wearing yellow tank top with a star on a white stripe, she wore orange shorts with high striped socks both of them wore backpacks. And when they walked up the red head sighed "What did Jack do this time?" she asked.

"Nothing you can prove Julie." Jack said crossing his arms, "Franklin said the new kid came back totally soaked." The little girl said "Jack gave him a swirly Katie." Alex said as they started to leave the school. "I did not, but any of you notice he looked familiar?" Jack asked them as they turned into an alley way "I don't care Jack, you should have left him alone." Alex said back to him as Jack tailed from behind.

The burnette moaned "Even if I did." He lied "He came back fine, said he took a shower and-" suddenly a web shot up from above and hit Jack in the back before zipping him up right into the upside down face of Spider-Boy in full costume. "You know… someone once said they'll never believe you." Spider-Boy said as Jacks jaw dropped or flew since he was upside down.

Jack suddenly shut his mouth, "Wait you mean your Spider-Boy?" Jack asked him "Yeah and you messed with the wrong spider kid." Spider-Boy said when he suddenly heard an explosion not that far from them.

 **Just when I was about to have fun.**

"Whoops, gotta swing." dropped Jack and shot a web at his foot attaching him to the ledge of the building.

Spider-Boy swung off the building top across a few block and headed to the source of the explosion, he landed on the nearest lamp post to see a colorfully clad figure walking out a jewelry store holding a bag of jewelry, it was a man wearing a bright red and orange suit with a skateboard on his back. He had a red and orange helmet with goggles. "What are you suppose to be?" Spider-Boy asked as he webbed up one of the bags of jewelry and made the thief look up "What!?" the villain asked "I just got downgraded to a superhero kid?"

"Do you know how much I hear that?" Spider-Boy asked him "I'm Rocket Racer, I fought the Avengers once!?" he yelled as he dropped his board off his back ignited its engines making it fly toward Adrian before he dodged it and the board flew back to Racer.

The boy swung around shooting webs at him "I like how you used the word once." Spider-Boy "Good thing I didn't come alone." Racer said as he used the board as a shield. Spider-Boys spider sense burned as he looked up to see some sort of glooy goop covered him attaching him to a lamp post. Spider-Boy looked up to see a man in a purple suit with green holsters and straps with a backpack attached to a cord to a gun in the mans hand "The Trapster?" Spider-Boy said seeing him "That's right kid." Trapster

I will never live this down.

"Alright lets get the rest of the jewels and get out of here." Rocket Racer said to Trapster, "What, we got Spider-Boy right here, we kidnap him imagine what we could get." Trapster said as out of nowhere a cloud appeared around Trapster blasting him away "Hey you mess with him you mess with Mass Master." Jack appeared in a blue suit appeared with a black stripes running up the sides with metal rimmed boots, his right arm was a black sleeve, with metal arm bands and a cloud graphic on his chest "Who?" both super villains said as they recovered "I'm Mass Master." Jack said looking back at Spider-Boy who was still glued up

 ***Cricket Chirping***

 ***Cricket Chirping***

 ***Cricket Chirping***

"Who?" Spider-Boy asked as his spider sense started to ring, he flipped over a yellow blast of energy that singed the top of the building, it was all the siblings of Jack all wearing variants of his costume. Alex had on a White one with a strange black graphic, Katies was yellow with a bright spark or explosion on her chest. Julies was dark red with a triangle shooting out two beams like prism "Hey you mess with Mass Master you mess with Power Pack." Alex said to the villians.

 ***Cricket Chirping***

 ***Cricket Chirping***

 ***Cricket Chirping***

Spider-would scratch the back of his head as both villians and boy said "Who?" he asked again, as they all looked at his costume all four of the pack looked shocked "Oh this is ridicoulous lets get them." Jack said as he turned into a cloud. "Energizer free Spider-Boy." Alex said "On it Zero-G." Katie said shooting her hands at Adrian bruning away the glue "Lightspeed get the jewels." Alex or Zero-G ordered.

"Got it." Julie said as she flew right towards the with a rainbow behind her, when the glue had hardened enough Spider-Boy broke free "So wait who are you?" Spider-Boy asked "We're Power Pack." Katie said "Okay, cool but let's clean this up first." Spider-Boy said as he leapt into action. Rocket Racer started to fly away "This is so stupid, I'm out of here." Spider-Boy chased after him swinging up onto a wall and webbing up his board "The fact you use a skateboard to commit crimes is stupid." Spider-Boy said as he yanked the board right out from the Racers feet making him fall to the pavement.

He tugged the board to him and got on it "Whoa… whoa- nice." He said as he started to soar around him Trapster saw his partner go down "Their never going to let us live this down at Rikers." Suddenly Energizer blasted Trapsters backpack with an energy blast making it explode and cover him in the gloo "Looks like you found yourself in a sticky situation." Jack said as everyone groaned even Spider-Boy.

Suddenly they heard cop cars coming their way, "Alright, I'm out of here." Spider-Boy said swinging away "Wait Spider wait up." Jack said flying up after him the rest of Power Pack followed him up onto the top of a building, the second Spider-Boy and Power Pack landed on the building.

"Wait a sec…" Alex said as he grabbed Jack "You swirled Spider-Boy?!"

"I didn't know it was Spideys son, I didn't even know we went to the same school?" Jack said back to Alex who had him in a headlock "Jack apologize." Julie said to him, "No wonder Franklin was so upset, you big bully." Katie whined at him.

The walled web crawler rolled his eyes under his mask, while Jack walked up to him, "I'm sorry." 'Mass Master' said to him.

 **Okay this is stupid.**

"You know, if I was better guy I'd accept it." Spider-Boy said under his mask as he held up his web shooters and shot Jacks head full of webs "Whoa!" Jack said as his hand shot to his hair sticking to the webs "Have fun with that for the next hour."

Mass Master and Spider-Boy locked eyes "You swirl me, I web you." Spider-Boy said as Mass Master and him glared into one each others eyes before Jack let out a long loud laugh "Okay deal."

 **Looks like I might enjoy school, god that sounds cheesy.**

Adrian started to laugh too "What just happened?" Julie asked Alex sighed shaking his head "It's a guy thing."

"So we keep this superhero team up going?" Spider-Boy asked Jack whose hear was still webbed up "Sure, but can I at least get thist stuff out of my hair?" Mass Master asked "If you can keep up?" Spider-Boy said getting on the rocket board and flying off with the rest of Power Pack following him.

Not far from them standing on top of a building looking down at the young heroes were Iron Man and Spider-Man, "So… we doing the training or…" Iron Man started to ask "Not yet." Spider-Man said smiling under his mask "He gets to be a kid a little while longer."


End file.
